The Mamodo From Another World
by Emiyn
Summary: Ben Tennyson didn't expect himself to get stuck in the Null Void during the Season 2 Finale, let alone survive in there. With determination to finding a way back home, he sought a way back. What happens however...when something happens as a result of that? Thrown into a battle spanning every 1,000 years, see what happens to this youth when he accidentally becomes a part of it!
1. Spells Align

Hello there. I've been requested to make my own taking on a crossover between two shows that I absolutely adore: Ben 10 and Zatch Bell. I watched the both of them, making sure I caught every single episode live on TV because of how much I enjoyed them. Since I've been given the opportunity to do so, this is my take on the latter. This is the first Zatch Bell and Ben 10 crossover fanfiction. Enjoy!

A few notes in the making for some of the plotlines I have for my style of writing for those who are unfamiliar:

1\. My style of writing for crossovers regarding Ben 10 is for me to introduce not classic, ten year old Ben or sixteen year old Ben, but a twelve year old one, done in with a certain 'what if' scenario so I would be able to create my own version of Ben.

2\. In my Ben 10 Crossovers, only Ben himself is the character that crosses over to the other franchise. Other characters might be mentioned or have plot involved with them, such as Professor Paradox, but other than him, not many other characters will be involved with the stories.

So, with that out of the way, please enjoy this first chapter! And as I always say, I own nothing related to the subject of Ben 10 or _Konjiki no Gash! /_ Zatch Bell _._ Please support the official releases, and happy reading to you all!

* * *

 **Chapter 1:** _Spells Align_

 **…**

You never know what kinds of roles lie away for a person to discover, a destiny or path that they'll eventually lead onto. The life of a superhero for example would filled with danger, adventure, and excitement. A life of a scientist would be that of discovery, suspense, and knowledge for another case. However, a twelve-year old human named Ben Tennyson would be experiencing none of that today. In fact, he wouldn't had been able to predict the predicament he was in months, let alone any shorter amount of time!

Now, while most humans may be spending their time on the planet Earth, the situation for young Ben Tennyson takes place in a rather…complicated scenario, so to speak. Inside a void of red and black; the colors of despair seemed to float to the depths of every living thing that existed in it, echoing upon its endless chasm. This, was the Null Void: a seemingly endless alternate dimension that lied within the boundaries of space and time, separate and dislocated from any other location that seemed fathomable.

The landscape of this eerie space was mostly accompanied by floating rocks or asteroids that appeared to be unearthly in nature. But it's the denizens of this space that accompanied young Ben were the true interest in the matter. And indeed, you might be thinking; who would dare try to live in such a place? Well, the answer would be…no one obviously. But the Null Void served to a place dedicated to another purpose. In the universe where the planet Earth was, a race of technologically advance beings located in on planet far, far away called the Galvan discovered the dimension as a result of their experimentation on astrology. The dark void was perfect for a prison. A prison for the likes of other criminals and other trouble makers that existed in the universe that the Galvan inhabited along with the other denizens of the vast galaxies of their home turf.

While some are intentionally sent there for reasons that we'd wouldn't like to know, there's always a chance that a bystander or innocent individual accidentally be transported to this place. Speaking of which…

* * *

 **…**

"Phillip Billings…"

"Oh… So we're resorting to full names now, Benjamin?" Phillip, shortened to "Phil", taunted back.

Phil was a tall, muscular man and his face was fairly complexioned. His hair was a mixture of both black grey due to his age, the lighter color on the side of his head. He had black eyes and wrinkles on his forehead, and had black outlines around his eyes. He seemed to be wearing a uniform of sorts, with resembling space suit of sorts.

Ben himself was seen sporting a gray shirt with black stripes, olive green cargo pants also with black stripes running down towards the bottom, and grey and black sneakers. His skin was a bit pale, and his body was slim. And to finish it off, he had shaggy brown hair, which contrasted his emerald green eyes as he gave the adult a fairly annoyed look, yet he also seemed to be somewhat neutral about it.

"What are you doing here…?" He asked with suspicion in his low tone of voice.

"You should know. I've been surviving here in the Null Void ever since you and your wretched cousin trapped me here." He responded with sarcasm. "When I saw that you battle Vilgax, I knew that you were eventually going to find a way to get out of the Null Void."

Ben gave him a small grunt in response. _'He saw the fight between me, Vilgax, and Kevin…yet didn't bother to assist. I suppose…I should've expected that?'_

"So, what do you want…?" Ben questions the older man. Phil points at something behind him, something that seemed to be giving off a weird noise as surges of red energy could be seen.

"To get out of this place with that Vortex Generator that you managed to construct. But…now that I remember, since it _was_ you and your cousin that trapped me here in the first place, let's say…I want to make a proposal of sorts."

"A proposal?" Ben took a step back as he went for a device on his left wrist.

Grinning in response, Phil equips a small firearm from a holster located on his right thigh. "I get to use that portal, and you get to live. How's that?"

"You exploited that Null Void projector, so I believe you belong here, Phil." He responded with a frown. Phil growls as he aims the pistol at his face.

"…Suit yourself then, kiddo."

As he said that, he then gave the youth a harsh glare as he fired a shot at him. The gun's firing echoed through the eerie space as Ben performed a dodge roll to quickly save himself from an instant death. He stumbles back to his feet as Phil begins to make a dash towards him, bringing out an extendable polearm. As he stood up, Ben tried to press down on the device attached to his wrist, but was forced to maneuver out of the way once more. Phil grins savagely as he leaps back.

"You can't use the **Omnitrix** if I don't give you a chance to do so!" He proclaims as he runs towards him again. Expecting a look of despair on his face, Phil was instead given a small smirk by Ben.

The Omnitrix, the device on Ben wrist, resembled a large wristwatch in size, sporting a black and gray color scheme. Two white lines extended from around the length of it. In the middle of the device was a black dial with four green circles, and two green buttons on each opposing side. Sporting a bright emerald green was an hourglass shape circle in the middle as it glowed.

"Who said that I have use it manually?" He replied as he was suddenly engulfed in a flash of green light.

Replacing the twelve-year old human was a creature resembling that of a mixture of a Yeti and a Sasquatch. Having white, gray, and dark blue fur, his skin color was dark grey. He had green eyes with no pupils, and possessed metallic gray circular bolts on the back of his hands and on his lower jaw. Having black horns resembling lightning bolts, he also wore a uniform consisting of a grey T-shirt with a black line going down it, black pants, and fingerless gloves. Lastly, as his form finally revealed itself from the flash, the Omnitrix's was changed to a dial located on his left torso, its previously green hourglass now changed to a calm white.

"What the heck is— _BLURRAEARGGH!"_ Phil yelled, blubbering incoherently from being electrocuted by a sudden spike of power from the newly transformed Ben.

 _"…Shocking."_ Ben punned as Phil dropped to his knees. "Do you not recognize a Gimlinopithecus when you see one? **Shocksquatch** is the name…"

"Freaking…monkey!" Phil growled as he slowly stood up. "I'm going to crush you!"

"I wouldn't be so sure…" Shocksquatch stepped back as he got into a stance.

Phil rocked his pole back, before swinging it down in the alien's direction. The alien primate managed to dodge in time by leaping sideways into a roll, but the moment he landed, a loud, clanging noise was heard.

"Huh?" Shocksquatch blinked, glancing back. Immediately, he let out a small cry. "…Uh-oh."

He didn't notice that he was right behind the portal's generator, and as a result of Phil's blunt trauma onto the machine, it began to spark out of control. It was a large black and red device resembling a large rectangular box with a small terminal installed in it. The portal itself resembled an auricular gate with tubes providing the now unstable red void of energy its power.

"…Darn it all…!" Shocksquatch growls as anger begins to grow within himself, with it being aimed towards Phil. The elder man looks at the machine in slight surprise, before turning back to Ben with a smug smile. "Now I have to make a new one…"

"Well, that's all bad then, but that's also kinda sounding like music to my ears." He simply says with a shrug. The situation was now reversed, with Ben becoming aggravated.

With a small glare, Shocksquatch quickly dashed in front of the elder man with quick timing. Unable to react in time, the Omnitrix dial flashed, covering Ben in another green light.

Replacing him with red humanoid creature that sported four arms and eyes, his height being roughly 12 feet tall. He wore Ben's grey and black shirt, black pants, and four fingerless gloves. The Omnitrix dial was displayed on his left shoulder as his four eyes looked down at Phil.

"Aw, crapbask—"

 _ ***WHACK!***_

Phil gets slapped away by one of **Four Arms'** giant red hands and quickly rolls down. Grunting a little as he was seen getting up and firing his pistol, Four Arms initially rolled forward to avoid a headshot, but quickly stood in front of him as he fired some more rounds into his superior body.

"Grr…!" Phil growls once again.

He opens fire again, but Four Arms knocks his weapon away and begins pounding on him with some powerful punches before knocking him to the floor, holding onto his right leg with one hand then raising his other in a fist.

"Wait wait wait—!"

Ignoring his plea however, Four Arms gives him a small dose of his anger as he strikes him really, _really_ hard in the groin, then kicks him across the space, right into the wall of the asteroid the two were standing on. As he struggles to get up, he attempts to charge him in a last desperate attempt.

As he goes to tackle him though Four Arms punches him to the ground and then grabs him by the leg. Phil attempted a wild swing to his face before he fully dropped to the ground but again the red alien dodges. He then swings him around twice and flings him off the edge of the asteroid.

"… _Fore!"_ The alien punned again, though this time it came without a doubt that the screams of Phil flooded the void until he dropped to who knows where.

 **"TENNYSOOOOOOOOOOOOOOOOOOOOOON!"**

"And good ridden to that—wait…shoot. I forgot about the Vortex Gen—"

The celebration was cut short as his attention was drawn back to the portal, which had become more unstable through the duration of the fight. The instability of the core was now causing the energy to suck up any surrounding space into its void.

"Uuurrgh…" Four Arms grunted as he began to skid slowly. Flashing once more, he transformed into another alien. Replacing him was a yellowed eyed pill bug like creature with stubby arms and legs. It had yellow armored plating on its shoulders, back, sides of its hips, and the back of its arms. Its upper body was mostly black and had a black stripe on its chest while the rest of it was white. The Omnitrix dial was displayed on its forehead.

"Come on, **Cannonbolt** …!" He grunted. The pill bug creature quickly turned around as he rolled up into a sphere. The yellow plating began to completely encapsulate him as he literally began to become a motorized wheel as he began his attempt to escape…however.

 _'The subatomic energy!'_ He yelled inwardly. _'It's too late to stabilize it…!_

 _Though his attempts to escape were admirable, the force of the vortex generator was too great. As_ Cannonbolt pleaded to himself as he tried to speed up, the energy was deemed too powerful, and began to pull him in. Cannonbolt fails to achieve a stable momentum, and is driven out into the portal. An intense white light engulfed his vision as he entered, effectively blinding him as he covered his eyes.

Moments as he entered the portal, the device that Ben manufactured began to collapse. After mere moments…there was nothing left as everything was sucked into the unnatural vacuum that was the portal. No portal, no Ben Tennyson, nothing. The Null Void, now devoid of one of its many prisoners to travel to a new location, but to who knows where?

* * *

 **…**

 **"ZAKERU!"**

In the country of Japan, a teenager uttered this phrase as he and a young child next to him were against another pair of similarly paired fighters. He was fairly tall and appeared to have brown eyes and untidy brownish-black hair. In his hands was a strange object; a red book filled with what seemed to be undecipherable blue and red letters. As he opened it and uttered the phrase he just said, part of the red script inside the first pages glowed.

The child next to him then shot sporadic bolt of lightning from his mouth as his large, light-orange eyes blanked out to show only his white pupils. He was a young boy of small stature with short lighting blonde hair, and distinctive thin black lines underneath his eyes. He wore a white t-shirt and shorts with a blue and black cloak that had a white bow and yellow jewel in the middle of the bow. His shoes are blue and black as well.

The thunder attack the blond child latched out with blasted the opponent he held off, grasping and trapping in place by his arms. He appeared to be an older child with long, blonde, curly hair and red eyes. His now damaged outfit consisted of a purple vest with a buckle on it and a white shirt with a blue tie. He also wore brown shorts, with white long socks with black pirate shoes as he yelled in misery and pain.

"G-Gaaaah…!" He growled as the attack ended. "Why you little—"

"This is checkmate Spell, Maruss!" The teen yelled.

"Do it, **Kiyo**!" The blond child yelled, not bothering to look back as he opened his mouth once more.

"Here we go, **Zatch**!" Kiyo, or rather his full name Kiyomaro, yelled as the red book in his hands glowed once more.

 _ **"** ** _Za_ keru!" **_He yelled the spell once more. Once again, Zatch's eyes went blank as he violated Maruss with another lightning blast, this time making the older opponent scream out in pain once more.

"Oh…Oh my goodness!" A girl behind the red book duo cheered. She and a teenage girl standing beside her smiled with a shocked looks. She had pink hair and red eyes, and wore a pale-pink dress with a red shirt over it. Above it was a decorative orange and white tie with a small red gem tying over. Her partner seemed to have been wearing a performing dress, despite her and the pink haired girl being injured all over the place.

"…Way to go, Zatch." Kiyo smiled as he closed his book. As the last spell ended, Maruss' shirt was now in shred as he fell to the ground. The man behind him wearing a white suit began to sweat worriedly as he held onto his own spell book, which was dark-grey in color.

"That's incredible… He actually defeated Maruss." The pink haired girl clenched her fists as she looked onto the downed Maruss. _'Is… Is that really Zatch? The little weakling I grew up with is now…so strong.'_

 _"Ha… Ha… It's over no—"_

"I DON'T THINK SO!"Maruss suddenly yelled hysterically as Zatch began to relax. _"_ I WON'T ALLOW MYSELF TO BE DEFEATED BY OUTCAST WEAKLINGS LIKE YOU!"

 _'W-What?! He's still able to stand up?!'_ The girl gasped.

 _" **I** WILL BE THE WINNER! I WILL BECOME __**KING**_ _! YOU DARE TRY TO COME ACROSS ME?! YOU'RE ALL JUST MICE AND RODENTS COMPARED TO ME! YOU SHOULD BE TREMBLING IN MY POWER, SURRENDERING TO MY VERY WILL LIKE_ _ **TIA**_ _!"_ He dared to yell.

 _'This guy…!'_ Tia growled as he stood up fully.

"REMBRANT! Attack them again at once!" He ordered to his partner. The man quickly opened his book, the familiar glow appearing once more.

 _ **"** ** _G_ aron!" **_He casted. As he said it, out from Maruss' palm a small blue flash appeared. A moment later, a giant spiked metal pillar blasted out. Unfortunately for him though, both Zatch and Tia managed to dodge by jumping aside. Unable to drag his attack, he watched as Zatch jumped and landed right in front of him.

"D-Drat!" The enemy blond muttered.

 _"…You dare to call those two weaklings?"_

"Huh?!" Maruss blinked as Kiyo uttered something as Garon vanished away.

"Those two are quite the opposite!" He yelled louder. "You see?! That's what you get for saying that you're better than anyone else! The very ones that you belittle…will be the ones that will result in your DEMISE!"

"N-No! You little pieces of crap won't be—"

 _ **"** ** _Zak_ eru!" **_Kiyo yelled once more. Blasting him with the strongest flash of lightning he had left, Zatch blew him away. As he flew back, Tia and everyone else watched as the remnants of Zatch's spell sparked flames onto the book that Rembrant held. As the man attempted to cover his eyes, he wasn't able to see that the book was now starting to catch on fire with purple flames.

 _"A-Agh…!"_ As he continued to burn from Zatch's attack, the dark-grey spell book landed next to him, now fully on fire. As he slowly sat up, his eyes widened to as wide as plates as his pupils contracted.

 **"** _ **NOOOOOOOOOOOOOOooooo…!"**_

It didn't take long for the fire to devour the book, but as it did so, Maruss' body began to sparkle, as though the book's condition was directly connected to him. As it burnt out completely, so did Maruss. The last embers of the book finally faded away, causing him to vanish as his last squirming moments of agony followed through as an eerie echo.

…

…

…

"… _Ha… Ha…_ It's finally over…" Zatch and Kiyo panted as they watched the ashes of Maruss' book fly away into the air.

Tia gave the blond in front of her a warm smile, before turning back to Kiyo. _'…You also met a good partner too, didn't you Zatch? I think I understand how you got so strong now.'_

"So, what do you want to do now?" The teen next to Tia grinned as Rembrant began to back away. "Fight the combination of **Megumi** and Kiyomaro-kun?"

The slight intimidation was all that was needed to scare him off. As the four watched him run off from the parking lot they were in, everyone smiled. However, as Tia began to look at the back of Zatch once more, that smile dimmed.

 _'…But that strength will eventually be used against us. When all of the fighting is over, and everything's taken cared of…only_ one _of us will remain.'_ She gulped as she tucked on Megumi's dress.

"…?" Megumi blinked. As she turned to look down at Tia, she gave the girl a strange look in response to her determined one. "..Tia? Wait, you don't…"

Realizing what that look in her eyes was for, she gasped as she quickly turned to Zatch and Kiyo. _'T-Tia, you don't think…'_

 _'They were telling the truth… They really did want to help us. But now…there's nothing stopping them from fighting us now. Even Zatch wants to become King just like the others. Eventually…we'll_ have _to fight them…!'_ Tia explained to herself. As the other duo turned around as began to draw themselves close to them, as Kiyo's arm began to reach out to Megumi, she was about to punch Zatch when—

"—Hey, you've still got that concert to do! You better get back in there, all of your fans are waiting for you!"

"What the what?!" The pink haired girl nearly tipped over as Kiyo patted Megumi's shoulder.

"Yeah! And this time, I'm gonna watch from the seats as well! You better hurry!" Zatch added with an excited smile.

 _"…Uuuwwaah?"_ She gave the two a blank look of shock and utter confusion. Megumi seemed to be reacting similarly as Kiyo tapped her shoulder a few more times.

"Megumi-san! You feeling okay?" He asked with a cheerful look. "Zatch and I are going to go back to our seats. We're looking forward to a great show!"

"U-Uhmm… Y-Yeah! T-Thanks." Megumi blinked. "For everything…"

"Yeah! Thanks, Tia! You really helped me out with that shield you casted earlier!" Zatch nodded as he grabbed Tia's hands and shook them. "You're a great friend and fighter!"

"U-Uh… Gee, thanks…!" She couldn't help but nod in response.

"Well, see ya!" Both Zatch and Kiyo then said as they began to walk pass them. The two were left in a daze for a second, but Tia finally managed to slap her cheeks and turn back around before they entered back in a destroyed patch in a brick wall of the building behind them.

 _'N..No. There's no way. This isn't how it's supposed to be…no matter how much I want to believe so. There…aren't such things as "friends" in this battle…even if we used to.'_ She continued to deny her thinking as she opened her mouth. _'Even if they haven't changed from back then as well...'_

 _ **"** ** _Hold i_ t right there!"**_

"Huh?" The red book duo stopped in response, glancing back at Tia. She gives them a harsh look as she pointed a finger at them.

"Y-You should've been watching us! We could've attacked you while your backs were turned against us!" She yelled. "We'll have to fight eventually, so why not right now?!"

"…What? No, Tia. We're not going to fight you." Zatch quickly responded. "It's because you're a good person, as well as a friend of mine."

"W-Wha…?! Friend?!" Tia stepped back, blushing a little before gesturing to herself. "We're not here to make friends! We're here to fight! We're here to determine a King!"

"…Yes. A King. A _benevolent_ King that cares for others; one who's nice to begin with to everyone!" Zatch replied, turning to directly face her.

"…Um, yes. I would suppose so… But a Kind ruler of all things?" She questioned, not expecting such an answer from him. She then noticed the tearful look he had in his eyes, the clouds in the sky forming over the area around them as his eyes were shadowed.

"…Recently, I met a Mamodo by the name of **Kolulu**. She didn't want to fight, she loathed violence. But…she was forced to fight, thanks to the spells in her book. Do you know what she told me?" Zatch began.

"What…?" Tia asked with a now curious expression as Zatch looked straight at her with tears streaming down his face.

 **"If the King of the Mamodo World was a kind and benevolent one, then maybe the Mamodo wouldn't have to suffer through battling against each other in the first place in this sad little battle!"**

"…That's why I'm here. That's why I'm fighting. To become a kind King!" He revealed. Tia's eyes widened a little as he began to walk in front of her. "If I succeed…then I'll put an end to all of this meaningless violence between the Mamodo!"

"W-What are you trying to say?" Tia gulped.

"If I lose this fight…then I know I have someone who has the same heart and thoughts like myself. You might be able to become a kind ruler instead of me!" He grabbed her shoulders, declaring his words to her.

"S…S-Stop showing off, you big dummy…!" The pink haired girl began to blush immensely as she covered her face. Hearing his courageous words began to make her cry, but she quickly wanted to hide her face as she looked straight up, laughing gallantly.

"Ha… HAHAH! Y-You're just a weakling though, Zatch! A-A kind ruler? You're so dumb!" She avoided looking at him, but Kiyo and Megumi smiled otherwise as she held an arm out to Zatch. "There's…there's no way a drop-out like you could become one."

"Tia." Zatch blinked.

"That's why… I-I'll also aim to become a kind King as well! When it's just us two, then it won't matter who'll win then!" She declared as she finally looked at him.

"Yes, of course!" Zatch immediately smiled as he replied to the gesture. "Here's to being a kind King!"

"Yep!" Tia grinned.

 _'Finally… There's someone else besides Megumi that I can trust now… Even in this battle.'_ She thought to herself. As the sun started to set, the two let go of their hands.

 _'This is starting to turn so good!'_

* * *

 **…**

Later that same day…

 _"…a."_ Megumi's voice ran through Tia's sleepy ears. _"…Tia!"_

"W-Wha… What, I'm awake? What's up?" The pink haired girl yawned and quickly rubbed her eyes. She blinked a few times as she turned to her book owner. "Wait, we're still on the train though."

"Yeah, but I figured that instead of going home, I'd spend a little time while relaxing at a local Onsen. You enjoy those, right?" The brunette smiled. Megumi was now dressed in casual wear, but wore a pair of sunglasses to hide her features.

"O-OHHH! Yes! Please!" Tia's eyes fully awakened the moment she heard the word. "Where are we at? Which one?!"

"Hehe. The Minakami Onsen is at the next after this one. It'll take us a short while." The teenager replied. Tia's eyes sparkled as she sat up, looking out from the train windows.

 _"Onsen, onsen~!_ Yay!" She hummed.

After several more minutes of traveling via train, the duo finally arrived at the station to divert from, and could see hints of the onsen off in the distance through a clearing in some trees, behind a few buildings as they arrived in the Gunma Prefecture's mountainous areas. Thankfully the station was a rather tall building; probably the tallest in the city. By the end of their walk, Tia was pretty much skipping in delight, even twirling a little.

 _'Finally... I was beginning to think I'd never see the place until midnight!'_ Tia thought.

Megumi smiled as she pointed through to their destination in the distance. "Minakami Onsen is just up ahead! Reward time, here we come!"

"HELL YEAH!" Tia roared as she sped off from Megumi. The brunette could only chuckle as she took her time into entering the facility.

The two took little time to pay their fees and dress for the occasion. The tatami served to relief Megumi of her slight soreness as Tia urged her partner. After the performance she had hours ago, and the battle with Maruss and meeting with Zatch and Kiyo, she _really_ wanted to take this opportunity to relax.

 _'…It's a good thing that summer break is in a few days as well.'_ The idol sighed in peace as she unpacked her and Tio's belongings.

With the pulling of her hand by Tia, the two arrived into the changing room. Tia was the first to get undressed, beginning to remove hes clothes before they'd even gotten into the room. Megumi nearly did a spit take as she slid the door shut and locked it, sighing a little at Tia's happy humming.

 _'She really is ridiculously excited about hot springs... Normally she's grumpy when we get out of a battle…'_ Megumi didn't bother wondering about the change in Tia's usual mood because she already knew it. She had more pressing matters to tend to...like getting undressed without creaking too much or getting stuck. And attracting paparazzi to her location.

"Come on, Megumi! You're taking too long!" Tia was already wearing only one of the towels supplied for them. She was about to say more but her mouth dropped open and coherent thought fled her as she turned to see Tia grinning in a fashion almost like Zatch. She had seen the young girl topless before, but that was either on the very rare occasions when she used to bathe together, though _those_ moments were from a while ago.

"I'm coming, Tia!" She smiled as the young girl open the door leading to the paradise known as the hot springs.

The steam from the hot water immediately began to alleviate Megumi. Tia wanted to jump in immediately, but she made sure that they both washed off before entering the spring itself. It was a bit of a struggle for a minute or two, but it was then that Megumi let the young girl loose, watching her tip her feet in, before moaning in warmth as she submerged herself up to her neck. The brunette giggled a little as she stepped in herself, sighing a little herself.

"I'm in heaven…" Tia mumbled as the heat began to make her face a little red. "Onsens are so nice…"

"Yep. They're big, and you also get the greatest views at night time." Megumi added as she looked up.

"The stars are shining really brightly tonight." Tia smiled as she joined Megumi.

The two went silent for quite a while, enjoying the warmth of the spring and the sight of the sky. The glow of the moon shined greatly as they continued to relax, but as much as they continued to enjoy the scenery, before the two closed their eyes to blink, from the corner of Tia's view…some sort of strange 'star' made its way into her eyes.

"…Megumi?" Tia blinked as she narrowed her eyes as she pointed to it. "What's that? In the sky?"

"…I don't know, it looks like a—HOLY CRAP!" The teen's eyes widened immediately afterwards.

Turning her head to face the predicament that attracted their eyes, she finally realized that it wasn't merely a light, but rather a portal of matters. Immediately, she stood up because the portal was right above the vicinity of the Onsen. And the very thing that came out of it…was some sort of strange sphere in their eyes. A black and orange one at that.

"W-We need to get out!" Tia yelped as she began to climb out from the stony pool of water. "Megumi, come on!"

"Wait, Tia!" Megumi gave the object a strange look. "At this rate, it's going to smash right into this place and destroy everything! We have to stop it!"

"Stop it? Do you have our book nearby?" Tia quickly turned back around as Megumi quickly got out, the two of them placing their towels on as the brunette quickly ran to grab Tia's book from her bag.

"I got it! Get ready, Tia!" Megumi rushed back in as she opened the vermillion book. Tia's spells were coded as orange letters as compared to Zatch's.

"Here it comes!" The pink haired girl yelled.

The duo watched as the speeding sphere began to near towards the facility. Clenching her book, Megumi pointed straight at the object as Tia held her arms out. As it drew to room distance, Tia's book began to glow as Megumi recited a spell.

 _ **"** ** _M_ a Seshirudo!"**_

With a flash of light, the spell created a pink and yellow floating disk-like shield that had a gem and two angelic wings spinning in the middle. Coming into contact with the foreign object, Tia's arms flexed up as a result of the sudden momentum that it had, being directed into her spell with little to no warning. It didn't seem to crack upon impact, but the force the spherical object was something that neither of the two expected.

"It's…heavy!" Tia growled. "Megumi!"

"Giving you a little more of a boost!" Megumi responded with a yell as she clenched the book slightly harder. With a brighter glow, Ma Seshirudo grew slightly in size and began to glow. Seeing the object beginning to waver and slow down after several more seconds, Megumi eyed the hot water next to them.

"Tia, wring it into the water!" She ordered. "It'll lessen the impact it'll have when it lands!"

"I'll give it a try…! URAH!" She groaned loudly as she swung her arms to her side, and in turn, Ma Seshirudo. Leaning the shield-like projection in the direction of the hot spring, Megumi then closed Tia's book, canceling the spell.

With the shield no longer keeping it in place, but with its acceleration reduced by a modest percentage, Tia fell to her rear as the object slammed straight first into the water, creating a massive splash. Nearly turning all of the water into hot rain, Megumi and Tia were seen panting a little as they both waiting for the water to obscure their vision.

Eyes narrowing down, they looked to see what appeared to be a yellow and black sphere of some sort, now fully in sight as it was halfway submerged into the water. They look at the spherical object in question, giving it some weird expressions in interest.

"…Is this an egg?" Tia wondered out loud as she gave the thing a few pats.

"T-Tia! You don't know what it is! Don't do something so reckless!" Megumi quickly grabbed her back. "It might…explode or something."

"Well, we don't know what it is, neither of us do. How else are we supposed to find out?" The pink haired girl pouted.

Glancing down at her, Megumi sighed a little. Giving the object another good look, she walks up to it and taps it a few times. To her surprise, the object didn't feel hollow.

"…This isn't an egg, that's for sure. But it's definitely sturdy… Maybe we should use a spell on it?" She wondered.

"Now look who's being risky." Tia rolled her eyes. "Well, I can't say that I disagree. Let's go ahead and try!"

"Alright then…" Megumi mumbled in response as she opened the book once more. "Anytime."

"Go for it." Tia called her out as she moved her arms back.

 _ **"** ** _Sa_ isu!" **_She recited. As Tia's book glowed, she threw an orange crescent shaped energy wave that collided with the object. But instead of damaging it…the sphere began to glow with the energy as it shook.

"Uh… Did we do something?" Tia blinked in confusion.

Beginning to spark, a bright green light began to spin and mix with the Saisu that Tia launched. Megumi and her partner took several steps back as modestly loud beeping sounds began to originate from the shape. Closing their eyes, none of them noticed when Tia's spell book glowed in response, shooting out a ray of energy at the sphere and causing it to be engulfed in a brownish green glow.

After a few more seconds, as the light started to die down, Megumi and Tia slowly opened their eyes and looked back at where the sphere should've been located, but in its place was none other than Ben…though something different was about his appearance.

His clothes were the same, but like Zatch's face, a pair of thin lines were seen going down from his eyes, though they only went a slight distance downwards, more or less ending at his nose. Also, the Omnitrix seemed to have taken on a new appearance. Now resembling a slim black and white gauntlet with a slightly bulging feature on the top, the white lines that were previously on it were now as two cuffs on the front and end. The Omnitrix dial was replaced with the indentation on top, but the symbol was now a mixture of the green hourglass, and the front and end emblems present on the books of the Mamodos.

"I-It's a boy!" Tia blushed a little as she stood in front of him. "Is this guy a Mamodo?"

"…No, I don't think so. At least, he used to be something else." Megumi analyzed. "Something happened to him as a result of using Saisu on that other form he was in. I think he was unconscious during the entire thing."

"Well… I think we should take him out. If he floats in that hot spring water with all the clothes he's wearing, he might catch a cold." Tia suggested. Nodding to each other, the two carefully began to drag the unconscious Ben out from the onsen and towards the exit.

 _'…I hope he understands that we're going to have to strip him though.'_ Megumi thought to herself as she gave the sleeping young man a guilty smile in response, though she was obviously sorry about going to do so.

* * *

 **…**

 _"…Ugh, my head…"_ Ben muttered to himself as a sharp pain hammered itself onto his cranium.

"He's awake!" Tia said happily as she sat on her knees beside him. As the young Omnitrix wielder's eyes began to twitch, he slowly opened his eyes and blinked a few times to garner an understanding of the environment around him.

"Tia, give him some space." Megumi scolded the girl before turning to Ben. They were both returned from the springs, donning simple light blue bath robes. "…Are you okay?"

"Uurgh…" He groaned as he began to sit up. Grasping his head a little, Megumi gasped as she supported him.

"Easy there. Believe it or not…we found you coming out from sort of…portal." Megumi explained herself. "What's your name?"

"It's… Ben. Ben… Tennyson." He slowly introduced himself, before opening his eyes wide. "Wait…you said I came out from a portal?"

"Yeah. It had a pretty glow, but you suddenly came out as this giant ball-like thing!" Tia explained, stretching her arms wide to emphasize the previous situation.

 _'…Oh, that means I survived pummeling into whatever I landed into when I came through that malfunctioning vortex. Good riddance for Cannonbolt.'_ He realized. Letting his arms go, he then looked down, only to blink a few times in confusion.

"…Is this a bed? An _actual_ bed?" He suddenly asked.

"Uh… Well, this is a futon, but more or less yes. Tennyson though…that sounds like a foreigner's last name. Like from America." Megumi cupped her chin.

"America? Wait…is this the planet Earth? What year is it? What country is this?" Ben turned to her, his eyes half-serious and half-confused. _"…Am I really back home?"_

"Well, you're in the Gunma Prefecture, in Minakami. You're in a part of Japan." Megumi answered. She was quick shake off her initial shock, albeit not entirely, and proceeded to answer Ben's question.

"Japan…" He murmurs. The two were currently residing back in Megumi and Tia's room. He noticed the walls, the flooring, even the clothes he was wearing. But most of all, as he folded his arms, he immediately noticed the newly transformed Omnitrix. "…What the?"

"Do…you not know what that is?" Momo asks as she takes off a towel that was wrapped around her head, letting her hair flow down freely. "You're speaking the language quite well."

"No, I know that it is a country, I was just surprised. Earth looks…different from what I remember. And…my watch." He mumbled that last part as he gripped it.

"That thing was the only thing we could've have gotten off of you. I thought you were a Mamodo, judging from the symbol on it and the lines on your face." Tia poked his arm.

"…Mamodo? Wait…lines on my face?" Ben frowned. Placing his hands on his face, his brows furrowed a little as he looked down at the Omnitrix, and back at Tia and Megumi.

"Uhm… You guys didn't happen to do something to me when I came by, did you?" He asked with a slight suspicion. Both of the girls flinched a little, with Tia whistling in ignorance while Megumi rubbed the back of her neck.

"…I guess we need to explain ourselves. Right, _Tia_?" She pinched Tia's ear, causing the girl to yelp a little as she turned back.

"Y-Yeah, Megumi. _Ow…"_ She mumbled as she rubbed her ear.

* * *

 **…**

"So… You came from a place called the Null Void, in which you were trapped in there for roughly two years, forging through whatever means to stay alive?" Megumi started with a look of shock and slight disbelief on her face.

"And that thing on your arm allowed you to transform into that giant ball thing? What else can you turn into?" Tia's reaction was more…exciting compared to her partner.

"Yes. You guys…are actually taking this surprisingly well." Ben admitted as he scratched his head. "Normally, people would've blown this kind of stuff out as make-believe."

"Well, we've encountered some crazy stuff ourselves." Megumi giggled.

After introducing themselves, Ben decided to explain himself. Where he came from, his journey through life after his obtaining of the Omnitrix. The parts of the aliens and the Null Void intrigued Tia to no end, while Megumi could only speculate that such a thing could occur in this world too. His explanation lasted longer than the duo expected, as they learned that surviving for two years as a ten year-old child inside a horrific alternate dimensional prison was something that not many could fathom. The lack of proper cultural items proved to be taxing as time passed. In regard to that, Megumi decided to add Ben to their roster for their room, even ordering food for him as the three continued to chat on about things on his end.

"So, my appearance now…it had something to do with you guys I'm assuming?" Ben switched their roles around as he sighed in content after drinking a cup of warm cocoa.

"Well, a little… Actually, quite a lot." Tia chuckled sheepishly.

"Yeah. You see, we did something that people would call… Spell Casting. It has to do with Tia, and this book that belongs to her." The brunette began to explain as she brought up the familiar vermillion piece of culture.

"You see, there's a certain event that takes place, and it such happens to be around this timeframe." Tia began to explain as Megumi handed her book to her.

"What's that?" Ben then asked. He looked down at the Omnitrix, noticing the familiar symbol that was on Tia's book, now on the device where the dial was also at.

 **"The Battle to Determine King of the Mamodo World."**

"King of the Mamodo World… So, because of what you guys did…I suppose that tinkered with the Omnitrix and somehow transformed me into a Mamodo myself. _The DNA sample must've came from Tia then…"_ Ben repeated the words, mumbling the last part to himself.

"To shorten it down, it's simply called the Mamodo Battle. It's a worldwide battle between 100 Mamodo to decide the future Mamodo King. This tournament takes place every one thousand years, and during the fight, Mamodo fight with humans who use their spell books to fight with spells they remember from the Mamodo World." Tia began to explain.

"The spell books are items that act as a catalyst for the Mamodo, using energy from their partner to enable them to use their abilities." Megumi gestured to herself. "If your will is strong, then the more powerful the spell becomes."

"A battle to determine the ruler of another world… Do all Mamodo look like children, or do they vary in size?" Ben wondered.

"Most Mamodo take on a humanoid appearance, like me." Tia mentioned. "But there are some that vary. There are different tribes of Mamodo, ranging from Humanoids, the Beast kind, etc. Some can blend into society more easily than others."

"Magic spell books, children from another world that can use special abilities… This is quite intriguing." Ben smiled. Blinking a few times though, he turned back to the Omnitrix. "Wait a minute…"

"Hm?" Megumi hummed. "What's wrong?"

"…I was having a thought." Ben replied as he went for two buttons on the Omnitrix, one on each side. "If Tia accidentally transformed me into a Mamodo, then that might mean that…"

"…Oh." Tia's eyes widened. "Oh no…"

Pressing the two buttons, the top section of the Omnitrix turned ninety degrees, before opening into two parts. Everyone shuddered a little as the top part began to undoubtedly resemble two parts of a book, as if it were open.

"…That means that…" Megumi chuckled a little.

"…The Omnitrix turned _itself_ into a spell book…"

Ben grumbled as the infamous text began to reveal itself. The top section of the Omnitrix was now literally his own spell book, just attached to his wrist and being able to collapse into a smaller form. Looking at it, he sighed a little as he opened the wrist-book up.

Tia explained about the characteristics of the spell book. A Mamodo's spell book had a box at the top of the cover, which had various symbols of straight and slanted lines with tiny lines underneath, while in the center of the box is a sun-like symbol with a spiral in the middle. In the middle of the book on the front and back cover is the symbol of Mamodo World: Five circles with lines interconnecting them; the very symbol now on the Omnitrix. The spine of the book had a large black dash at the top, while underneath is a box with dots at the top and bottom and a star in the center. The spell books came in varying colors, each one differing for each Mamodo.

The pages of the spell book were filled, from top to bottom, in a light blue text unreadable to humans and, because of its ancient origin, to the Mamodo who wields it as well as others. Only when a portion of text became the same color as the spell book itself did it become readable, but only to the human who owned the book. And for this case…

"Tia…" Ben called to her.

"…Y-Yes?" She squeaked.

"You said that a Mamodo needs a partner for them to read their spell book, right?" He asked, before pointing to the first page of his own book. A third of the pale blue coloration of the first page was replaced with an olive green color, and was glowing all the while.

"…I can read it." He revealed with a deadpan look, surprising the two. "That…shouldn't be possible, right?"

"Yes, that shouldn't be possible!" Tia frowned as she grabbed his arm. "But…maybe because your watch was affected by my spell, it somehow caused some sort of anomaly to happen."

"That should be the case…" Megumi agreed. "Don't read it though, at least not here. Most of the first spells for Mamodo are offensive ones that can cause quite the amount of destruction."

"But it's so mysterious if you think about it!" Tia's eyes twinkled in response. "Let's go test it out!"

"You sure?" Megumi asked Ben as she turned to him.

"I'm sure." Ben clarified, looking at Tia with a confident smirk as he patted her head. "If Tia wants to see a brand new Mamodo cast a spell, I'll show her one. Perhaps she might like it."

"Alright! You got yourself a deal! Let's do it!" Tia shouted eagerly as she stood up. Dragging Ben up to his feet, she grabbed his hand and began to pull him to outside the inn.

"Can't we ever just have a normal day around here?" Megumi sighed while smiling. She stretched a little, grabbing Tia's book as she began to follow them.

* * *

 **…**

A few minutes later, and the trio piled outside. They formed into the area of a nearby park, in which it would serve as a safe location to test out Ben's spell. Nevertheless, Megumi and Tia stayed a fair distance away from the center from which Ben stood from, as per his insistence. With that sorted, Ben pressed and activated the newly dubbed _'Spellomatrix'_ , as thought of by Tia.

Although Ben was reluctant at first, he had to admit, he was a bit excited for this. He hadn't done any real testing in a long time. After getting trapped in the Null Void, all he could do was run, hunt, forage, and scavenge. It might be fun to have a good, friendly session with people watching, and as a session for some real testing that wouldn't have any consequences. And besides, he may have been reluctant at first, but having the Omnitrix meant that these types of scenarios would happen countlessly.

As the sci-fi spell book opened up, Ben turned to the first page. According to what Megumi told him, the books are like special instruction manuals for battle in that they require the power of the human heart to read them; in other words, strong emotions such as love, determination, anger, or hatred, must be felt in order to activate the spells. This power of heart is known as _"Strength from Within",_ or **"Heart Energy"** as she like to call it, and was displayed through the book radiating with light and energy when a spell was read or while storing energy. In addition, higher amounts of strength from within are needed to cast more powerful spells; however, she explained that there was a limit to the strength from within that a person can unleash, and therefore, how many spells they can use at a time. In some cases though, the humans can produce seemingly limitless amounts of strength from within and cast spells for a greater duration of time.

"Alright, here we go…" Ben breathed in. A moment later, after a brief moment of concentration, the olive green text on the first page began to glow as he opened his mouth to speak.

 _ **"** ** _Po_ aruku!"**_

With the recital of the spell, Tia and Megumi began to witness Ben's first spell. Glowing with a green aura, Ben could feel his body beginning to change, the feeling being very familiar to how he felt when he transformed normally with the Omnitrix.

First, Ben's body was wrapped in crimson red stones, starting from his left arm and making its way to the rest of its body. As it completely covered him, lines of energy glowed within the cracks of the material as his body began to transform. His forearms grew a bit larger, and his feet started to change to a different shape. Growing slightly taller, the stone-like material began to crack and dissipate as his transformation neared.

Once that happened, a green flash blinded Megumi and Tia. After the resulting green flash, the girls gaped at what they saw. It was a, fiery humanoid figure, and although Ben retained his humanoid appearance, the rocks that spawned as a result of the spell seemed to now resemble an armor of sorts, covering his whole body. With his hair now flaming orange, he wore a transparent yellow visor as flames began to disperse around his head. What Tia and Megumi noticed at the end was that the Omnitrix dial was now located on his chest, with the Mamodo symbol and hourglass fused into a unique shape.

"Whoa…" Tia gaped. "That's so cool! It's like he's a totally different person!"

"A transformation spell…" Megumi noted. "Ben, how do you feel?"

 _"…I feel strange. A part of me is familiar with this form, but I feel like I'm placing on a suit, or a temporary transformation based on the alien it's based on."_ He explained. "This form is based off of **Heatblast**."

"So…it took the forms he had previously before I used Saisu on him, and the spell book turned them into spells?" Tia tried to understand what was going on.

"I suppose so." Megumi scratched her head. "Why don't you try to use it?"

"Should I?" Ben turned to them, giving them a worried look.

 **"Hey! You there, the one on fire!"**

"Huh?" Ben blinked everyone turned to the voice of the figure that called out to him. Before anyone could react however, the glow of a spell book began to show itself to them, and moments later, out from the woods blasted out a moderately large fireball.

 _ **"** ** _Ga_ dyuusen!" **_A voice called right as the spell activated.

In order to avoid the incoming ball of fire, Ben jumped high into the air, flipped, and landed next to Megumi and Tia as the girls prepared themselves for battle. The resulting fire ball ended up exploding a distance away, but luckily nothing caught on fire as it drifted off.

 _"Nice reflexes."_ A young man's voice called out as two figures came out from the sea of trees.

"…Another Mamado. And the color of his book… That's geranium." Ben surmised.

The Mamodo in question was one that looked around seven to ten years old in age. Having orange hair resembling a flame, he wore a yellow, red, and orange robe-like outfit, along with two orange gauntlets on his forearms that had disks on the front. His partner appeared to be an adult English man with blond hair and yellow eyes. He wore a white dress and frilled shirt, a pale yellow scarf, and dark blue dress pants.

"I sensed a powerful presence in this area all of a sudden and came to investigate. So…it appears that two Mamodo are in this town. Are you two allying together? Where's your partner?" The orange haired Mamodo asked, looking for answer at Ben for his second question.

"…He's not here right now." He lied. The young Mamodo gave him a weird look, before folding his arms.

"…Whatever." He merely responded. "That form of yours seems to be quite the interesting powerhouse."

"Come now, **Fango**." His partner insisted. "You even told me yourself; if you encounter an enemy Mamodo, save the talking for later."

"I suppose." Fango sighed, before taking a combat stance. "Sorry, but I'm going to fight you now if you two don't mind! **Adler** , proceed!"

"Wait a minute, can't we settle this without—" Megumi tried to reason with the enemy Mamodo team, but alas…

 _ **"** ** _G_ adyuusen!" **_Adler casted once more as Fango's book glowed.

Fango jumped up and reared back his flaming fist, and slammed it into the disks that came off from his forearms. The projectile quickly aimed and fired itself at Ben, forcing him to take the blunt blow of the spell. Upon contact, Fango's attack erupted into a conflagration of fire and smoke, making it impossible for anyone, himself included, to see the result. The fire Mamado landed on the ground, and leapt back and out of the smoke, waiting for it to clear so he could see his handiwork.

After a few moments, the smoke cleared…but everyone was shocked by what they saw. Not only was Ben still standing, but he looked almost completely unaffected his attack as he simply crossed his arms in defense. The transformed Ben's arms were merely turned slightly from the impact, with a bit of soot on his hands. The now-turned Mamodo simply turned his gaze to Fango, and lowered his arms.

"…Interesting. It seems that most of Heatblast's abilities were transferred to me, yet I've retained a humanoid appearance…" He mumbled to himself. "I wonder…"

"Barely even a mark…" Fango grumbled a little, clearly angered by that remark, yet…strangely complimented by the result. "Hey, what's your na—"

Before he could answer, with that, Ben crouched low, preparing an attack of his own. "Now it's _my_ turn..."

He suddenly leapt forward, and before Fango could react, the transformed Ben shoulder-checked the Mamodo, knocking the latter back several feet. Fango was sent flying across the park, but managed to catch himself and land in a crouching position. A second later, the orange haired Mamodo rubbed his chest in slight pain, much to everyone's surprise.

This form that Ben had turned into was undeniably full of mystery, but it had the strength to back it up as well, if it was able to injure Fango enough for him to actually look pained. That said, the fire user wasn't anywhere near done yet. Fango quickly picked himself up, and began to breathe in to calm himself.

"Alright, you seem to take on fire pretty well…so how about this?!" He grunted as the disks on his arms floated in front of him.

 _ **"** ** _Ron_ do Gadyu!" **_Adler recited. Two disks connected horizontally onto Fango's hand and released a fire whip, zipping at Ben.

Narrowing his eyes, Ben quickly leaped back to avoid the fiery snap from his spell. Clenching his hands, he then brought them up and opened his palms. Concentrating on the idea of an attack, he blasted two streams of flames from the palms of his hands, engaging with Fango's spell and making the projected weapon bounce back.

"Wowza! Flame-resistant and flame-offensive!" Tia observed. "You see that, Megumi?"

"Yeah… It's extraordinary to see a first spell being able to counteract more advance leveled spells. Normally, it'd be only powerful enough to face off against two spells at the most, even if it were a transformation or strengthening spell." Megumi nodded, surprised at what she was seeing.

"Grr…!" Fango growled as Rondo Gadyu faded away. As he regrouped with Adler, the two gave each other a look of confirmation as Adler turned a few pages in his book. "I seem to have underestimated you. It pains me to say this…but I'll have to go with a tactical retreat at this point…"

Fango then began to puff out his cheeks before exhaling, a much more serious look appearing on his face as his spell book glowed greatly, even more so than beforehand. That could only mean one thing…

"…Wait, oh crap!" Ben's eyes widened as he realized at who he was aiming for. "Megumi, Tia! Incoming!"

Quickly skidding in front of the two, Megumi didn't have time to open her book as Adler uttered Fango's most powerful spell that he had at the moment. Growling a little as the book in his hands shined, Fango crossed his arms into an X-shape as his disks floated in front of him, spinning around in a circle as they glowed.

 _ **"** ** _Rior_ u Gadyuuga!"**_ Blasting two enormous concentrated beams of fire through Fango's disks, Ben grunted loudly as he caught the blasts within his hands.

"Why you…" Ben growled as the yellow inner parts of his armor began to glow. What everyone then began to notice was that the attack spell began to siphon itself into his body, slowly draining away the energy of the spell until there was nothing left. As the spell faded, everyone could see that the glowing Mamodo symbol on his chest began to glow, almost similarly to that of a spell book.

"…Uh-oh." Fango backed up. "Adler, get back!"

"Tia, get ready!" Megumi quickly roared as she opened her book. "We're casting a spell!"

"R-Right!" Tia blurted as she held her arms up.

 _ **"** ** _S_ eoshi!" **_Megumi casted right as Ben gathered his arms together. Before he could fire off his next attack, a bubble-like, transparent dome-shaped force field appeared around Tia and Megumi.

 _ **"** ** _Po_ akeru!" **_Ben yelled out loud as a giant fireball generated within the grasps of his palms, before firing off at a rapid speed. As it drew towards Fango and Adler, Fango quickly brought his arms up as Adler uttered one last spell.

 _ **"** ** _Ga_ dyushirudo!" **_Upon casting, Fango quickly slammed his palms onto the floor, generating a circular shield similar to Ma Seshirudo, though it came out from the ground and spouted flames. As Poakeru collided into the shield, the resulting spells fought against each other for a bit, before resulting in an explosion that consumed the duo.

"He learned his second spell already?!" Megumi noted as Seoshi blocked out the massive smokescreen that came as a result.

After several seconds of Ben and the other Mamodo being completely engulfed in smoke, the collision finally died down. When the pink-headed Mamodo looked to see, Tia and Megumi were shocked to see a giant patch of burnt grass, and a modestly size crater in front of Ben. Adler and Fango didn't seem to be anywhere in sight, so most likely that the duo escaped during the aftermath explosion.

After a few more moments, the smoke finally cleared out completely, and Ben dropped to a crouched position, panting a little as the Omnitrix dial began to glow. As the light died off, he began to morph back into his human form, with the Omnitrix's glow of his spell book finally dimming down and collapsing itself to its normal form.

"Well…that just happened." Tia blinked in utter shock as Seoshi vanished. A glow in her eyes and a huge grin a second later said otherwise though. "But that was totally wicked!"

"Certainly a sight for the eyes." Megumi admitted as she closed her book. "Ben, are you okay?"

"I feel…sleepy? Must be because I used…too much energy… _*snore*."_ He answered, before falling onto his back with the sound of slumber reaching the girls. Megumi and Tia quickly ran to him, with the young Mamodo patting his face in an attempt to wake him up.

"Ben! Come on, wake up!" She ordered.

"Come on Tia, he's had a rough day. I guess a Mamodo being able to read his own spells means that the Heart Energy comes from him directly. From using energy, and even casting the spell himself, it must've taken a lot out of him." Megumi explained as she smiled a little, adjusting his hair a little. "Let's bring him back inside. He needs to rest."

"Alright… But I wonder where those two went?" Tia wondered about Fango and Adler as Megumi began to pick him up piggyback style.

"I'm wondering about that too, but… I'm sure we'll meet them in the future. In one way or another." The brunette looked back at the explosion affected area. As the three began to depart, the moonlight glowed mysteriously as the Omnitrix's hourglass glowed.

* * *

 **…**

"…Ben. Beeeen… Hey!" Tia lightly slapped the Omnitrix's sleeping face. "We're here, sleepyhead!"

"Ow… No need to be so loud…" Ben groaned slightly as his eyes opened up. "Are we at the station?"

"Yep. Get ready to move out." Megumi smiled.

The trio had decided that having Ooumi Megumi the pop idol was too risky to travel to the nearest train station beyond the town they were staying, and chose to call for a taxi to drive them to the nearest location. Of course, that didn't stop the taxi-driver himself from going completely bonkers upon seeing her. Fortunately, he didn't manage to attract that much attention to the group as he began to drive off.

After walking a short ways through the bustling town, they had reached the train station. Along the way, Ben had noticed that the town wasn't anywhere near as natural as the cities that he was used to seeing in his own universe. Be it a different country or simply another part of the land, there didn't appear to be any signs of bustling new tech reigning about, though it didn't seem to be a problem at least.

Eventually, they had reached the station at the center of town. It was a very large building, silver and blue, brick arches and green-tiled roofing, as well as two tower-like structures on either side of it. The railway extended from inside the building to either direction outside, and off into the distance both ways.

Once they had gotten inside, the client, who had been notified by one of his coworkers that…Megumi was seen, he was waiting for them, money in hand and ring of marriage ready. After denying his repeated requests to go out with the train worker, the three then went to one of the many benches that were lined up along the edge of the train tracks. Ben took a good look around, and it was certainly an impressive building.

"Can you believe it?!" Tia pouted. "The local authorities thought the battle that took place yesterday was some sort of local tourist attraction or something. That doesn't even make any sense!"

"Is that something that happens often or something?" Ben wondered, bewildered. "With all of the Mamodo here in this world, I figure many of the pairs battle in random places."

Megumi slouched her head and shoulders, and mumbled, "You have no idea..."

"Good thing we weren't in the town when they came out. At least they didn't cause that much harm to the area, thanks to Ben." Tia pointed out. "Otherwise, we might've destroyed the town."

"Yeah…" Megumi chuckled a little, before standing up. ""Anyway, I'm gonna go pay for our train tickets. Be right back!"

With that, Megumi walked off happily toward the ticket booth, which was against the wall behind the group. As she did that, Ben noticed Tia twiddling her thumbs slump in her seat on the bench, humming a little and looking happier than ever.

"Something on your mind?" Ben asked. Tia blinked, before smiling again.

"You could say that. Recently, nice things have been happening to me." She admitted. "Even if meeting a crashing sphere that transformed into a boy seemed otherwise."

"Well, not my fault…" Ben scratched his cheek, before getting back on topic. "So, what's been making you so happy then? Did you meet someone from back home or something?"

"Actually…yes!" Tia nodded, sighing in content as she began to remember. "Though…my friend has lost his memories from his time in the Mamodo world. That didn't stop him from retaining his goofy and wonderful personality though…"

Ben's eyes widened slightly from that bit of information. A boy from the Mamodo world that suddenly lost his memories of that place? That was certainly odd for a case of amnesia.

"Amnesia?" Ben repeated. "How bad are we talking? He doesn't remember anything?"

"Absolutely nothing except for his name." Tia answered. Ben cupped his chin in wonder. Before he could say anything in response, the sound of a piercing sound rang throughout the station, and a moment later, the train had arrived. Once Megumi had rejoined her friends, all three of them boarded the train.

They spent a moment looking for a compartment, but it didn't take long to find one. Once they did, they piled into it, with Ben and Tia sitting on one side, and Megumi on the other. People were still boarding, so the train hadn't started moving just yet. Nevertheless, Ben still looked curious as he looked over in his corner of the compartment.

Ben turned to the pink haired girl next to him. "So, you guys said you met an ally recently? Tia told me that he lost his memories of the time he had in the Mamodo world. What's there names?"

"Oh, yeah." Megumi smiled. "During a little while ago when I was performing for a concert, another Mamodo pair came and attacked us…" She began to explain with a dim expression, before smiling. "But then _it_ happened."

"Kiyo and Zatch came along!" Tia continued.

"Zatch and Kiyo, huh? …You have a crush on Zatch then, Tia?" Ben suddenly gave the young Mamodo a lazy, but sly smile, making the pink haired girl blow up into a red cloud of blush, flailing her arms at him in denial. "Ha ha… Just kidding."

"Well, I know Tia told me that they used to be friends back in the Mamodo World, so there's at least that to her dishonesty." Megumi giggled. Zipping her face back and forth, Tia growled at Ben as she comically began to strangle his neck.

 _"Shut up, shut up, shut up!"_ She barked as Ben's face started to turn purple.

After Megumi helped to calm Tia down, a moment of silence passed in the train compartment. Ben took another look at the young girl, who was still just as happy as ever as she rocked her feet back and forth. Despite how crazy it was that this little girl contained powers unbelievable to humanity, Ben couldn't help but feel sympathy for her. Having to fight a battle against 99 other people of your kind for the title of King must be traumatizing, especially at a young age. And it sounded like she's pretty desperate to win too, despite her claims. Even so, had Megumi not just explained all this to him, he'd have likely noticed simply by interacting with her after a period of time. Back in the park, she seemed to be full of energy and life, though the reflection in her eyes brought about a need to win, a need to succeed at all costs.

The rest of the train ride was rather uneventful, but it did allow them enough time for Ben to get a grasp on the other details that appeared on his new Omnitrix. Megumi stated that he passed out after using Poakeru to defeat Fango and Adler, but because he seemed to be an anomaly that used his own energy to cast spells, caution was an important thing to remember. To Ben, it sounded like a great thing that he could still use the Omnitrix, though he did feel a tad bit worried about what it might do to him in the future. The Omnitrix was bonded to his DNA after all.

While Ben didn't know just how powerful these Mamodos were, judging from their reactions, he apparently had a lot more variety than most, even from the first spell he casted. In the Mamodo Word, there were dozens of different types of magic that they could use, but even so, Mamodos typically only inherited one or so elements or features, though they could learn a few spells here and there that were outside of their specialties.

This just proved to be more taxing on Ben's mind, despite how curious he was.

* * *

 **…**

A couple of hours passed, but at the end of the day, the trio had finally found the place that they had been looking for. It was a quiet one-story apartment, plus a basement, that resided in a quiet yet comfortable neighborhood that overlooked the mountainside viewable by the populace. It resembled a small labyrinth of sorts to Ben, as Japanese houses seemed like that to him. It was colored white and had dark green roofing and shutters. At the back of the house, was a nice porch space that provided a small opening for a small backyard.

When the three initially arrived, Ben was a bit hesitant in freeloading inside a house that only had two girls. It took a bit of convincing to do, with Megumi and Tia listing off the many reasons why he should stay with them:

One: He didn't have a place to go back to anyways at the moment.

Two: He didn't carry any money with him. Or extra clothes, or anything else besides his own belongings.

Three: Tia was persistent in having an older brother like figure, as she revealed that in the Mamodo World, she was an only child. While Maruss seemed to had filled that role of a friend/brotherly person, his true nature…set her feelings to another direction. This last reason was the one that convinced Ben to stay along, though he insisted to Megumi that he would work off his weight in staying with them.

With everything set in place, the trio had set out for the shopping establishments across town to acquire food, furniture, clothes, and other essentials for Ben. The trip had taken all day and Ben now had a lot of stuff to take back. Thankfully, Megumi was kind enough to lend her services as an idol, convincing people to conveniently pack all of his stuff in. When they got to Ben's house, Ben changed into a new outfit, before settling in with the help of the girls.

Later, Ben was standing in the living room with a befuddled and flustered expression as Tia and Megumi rummaged through the clothing that he bought. As an idol, fashion was a thing she had to keep in track, so naturally she was observant to what he decided was nice to wear.

In the living room was a black couch, a coffee table in between them, a bookshelf to the bottom right corner of the room, and a of pictures next to the couch. On the opposite end of the living room from the front door was a sliding door that lead to the backyard outside.

To the right of the living room was the kitchen that came with a stove/oven, refrigerator, a variety of appliances, a pantry, and a counter with three bar stools. There were a few windows that allowed a generous amount of sunlight to appear through.

To the left of the living room was a hallway with a door to the basement, a door to the room that Tia slept in, and stairs leading to Megumi's room. The doors on the left side of the corridor consisted of a small guest room on the end, a guest bathroom in the middle, and a door to the basement below—which was relatively full of clothes from Megumi's agency, as well as other materials for vocal learning and the like. On the right side of the corridor was a laundry room that had a washing machine and dryer.

"I must say, Ben…" Megumi said with an intrigued look. "You have quite the thing for t-shirts and cargo pants."

It was true. Most of Ben's clothes consisted of black or white t-shirts, differently colored cargo pants and jeans, and other casual wear; however, she did find a few nice hoodies, shorts, and jackets in the bags he brought in. Unbeknownst to her, Ben had only gotten them just in case he needed to wear something that didn't look too casual or too formal.

Ben groaned lazily as he slumped down onto the couch. "It's my style…! Just like, skirts, dresses and other flashy clothes are like for you, Megumi. And why are you going through my clothes anyway?"

Suddenly, Tia pulled out a pair of gray boxers and held them in front of her, looking at them in an intrigued manner. Ben yelped and felt his cheeks redden in embarrassment.

"Boxers." Tia said with a hearty blush. "Zatch didn't wear this kind of underwear back in the Mamodo World."

Responding with a spit-take, Ben ran over and snatched the underwear from her. He closed his eyes and nudged her on the head in an annoyed manner. "Why are you comparing me to a six year old for…?"

"Ow…!" Tia muttered a little as she rubbed the top of her head. "So…now what Megumi? You're on summer vacation basically, right?"

"Yeah. Actually, I was just about to tell you guys about our next plan of action." Megumi smiled as she took out a small notepad. "Take a look at my schedule."

Handing the small object to Ben, he and Tia gave the text written on it a brief skim. Ben frowned a little, but Tia's eyes widened a little in surprise in comparison. The two gave their respective looks to Megumi who shrugged in response.

"Yep, you've guessed it. My agency contacted me recently. Since the summer weather is a prime time for photography and the like, they've requested that I go over to the United Kingdom; more specifically, London! What do you say, you guys up for a road trip?" She gave them a wink as she showed them a pamphlet for tourists.

"Oh, that's sounds wonderful! I've always wanted to see Big Ben!" Tia said.

"Big Ben, huh? Reminds me of that I almost crashed into the Statue of Liberty…" Ben muttered to himself. "So, when are we leaving then?"

"Tomorrow, if it's alright with you guys." Megumi answered. "That being said…since this is a special occasion for Ben coming in to live with us, why don't we go out to eat? It's my treat!"

"I'm peckish. I could eat." Tia rubbed her stomach as it growled a little. "What about you, Ben?"

"Yeah, I could go for some grub." The brunet replied as his own stomach growled as well. Though he frowned at the same time though as the image of a certain fish showed up in his mind.

 **"Though… Why do I have a sudden craving for** ** _yellow tail_?"**

* * *

...

Now this took a while to write and think up, but it was all worth it. I had so much fun doing this. Now, for a few author's notes.

1\. The idea for Ben being turned into a Mamodo was something that I originally thought of for another story, in which No Watch Ben from Omniverse would have a significant role in the terms of aliens and their abilities. I altered that idea for the use of this story.

2\. For those who are unfamiliar, this Ben is one who has diverged off from the canon ending of Ben 10 Season 2's finale. Meaning he had the Master Control, but in the case of him turning into a Mamodo, that efficiently locked it up with the recalibration of the Omnitrix.

3\. Regarding the spells and forms he can take, like in my other stories, Ben will be able to transform into the sentient species introduced in ALL of the series.

And that's all I wanted to say. I hope you guys look forward to future chapters. As always, please R&R, and leave a suggestion if you want. I'm always up for ideas about differences in canon, pairings or not. Speaking of which, how fast should I make the Kiyo x Megumi and Zatch and Tia ships go? Should I make Zatch a little less dense? Ho ho ho.


	2. Fateful Meeting

So… It seems like this story has gotten a fair amount of positive feedback. Lovely! I always like the concept of spells from universes like Zatch Bell. And for the dub and sub versions of the show, I loved both! While the voice of the sub version of Zatch always makes me crack up, the dub version is what made me feel the feels… Also, Dr. Riddle's dub voice actor is the same one for Raiden from Metal Gear?! I never knew!

Any who, welcome once again to **The Mamodo from another World**. It's been a blast trying to develop these kinds of stories, but this one is kind of a first in this department. Mostly because if you've read my stories before, I tried to give Ben a "big sister" type of character to him; Erza for my Fairy Tail crossover, Blake for RWBY, etc. I wanted to see how he would as act the "big brother" of the story, and what character to fit this role than Tia? But even then, it seems I've inadvertently made Megumi into the "Big Sister" character archetype. Eh, I like the sound of that though.

Also, a few things to clarify and/or explain.

1\. All or most Mamodo spells have a nomenclature, or an actual meaning that translates into Japanese or the phrases translated into the dub version. And even then, some stems are for specific Mamodo. For example, Zatch and Zeno's "–Za" is their signature stem, and only they have it; it also means that the spell will involve lightning. The same principle goes for Mamodo like Kanchome or Brago: "-Gura" and "–Rei" for Brago's gravity attacks and "–Po" for Kanchome's illusion spells. The nomenclature I've chosen for Ben is **"-Poa"** , which is the Japanese stem for "morph" or the finishing sound of a transformation. This in turn relates to his transformative abilities through the combination of the Spell Book and the Omnitrix respectively.

2\. And in a way…yes, the transformations from this are pretty much like Requips in a way. I initially didn't think about that, because rather the Requips being an inspiration, I actually got the idea of making the Omnitrix transformations like that based off from some drawings on DeviantArt, specifically the artwork done by **Lutih** and her **"Mahou Shojo Ben 10"** fan arts. I recommend giving them a look; they're quite cute!

3\. As many people suggested, I'll be making this Ben a more…experimental type of Ben so to say. Rather, it means that he'll be a type of Ben that'll want to test out techniques, technology, strategies and the like. He would get along greatly with Kiyo. Testing out the purposes and the meaning of the Spell Book would no doubt be an interesting topic for him to explore. And even better yet, the Answer Talker ability…but that'll probably come later into the story. Who knows? I might even give him that ability! Ha, I'm joking. He'd be too overpowered then.

So, with all said and explained in a rightfully done manner, let's move along to the actual chapter, shall we? I appreciate the support for this story, as well as the suggestions you guys have given me. Let me know what you think of this chapter after you've read it! Let's get to it.

And as always, I own nothing related to the subject of Ben 10 or _Konjiki no Gash! /_ Zatch Bell _._ Please support the official releases, and happy reading to you all! Thank you for over 30 Follows and Favorites, and over 1,100 views!

* * *

 **Chapter 2:** _Fateful Meeting_

 **…**

"M-Megumi! Another barf bag!" Tia cried out in worry, before turning back to a wailing Ben. "Hold it in, for goodness sake!"

"I… I c-can't… _Urmmmph…_!" Ben's eyes nearly popped out as his cheeks were filled with yuckies, at least that's what Tia referred his vomit to. She was still 6 years old after all.

Holding his hands against his bulging mouth, Tia could see his face paling out to a miserable blue as Megumi quickly returned with another barf bag. Quickly swiping it away from her grasp, both of the girls shuddered upon seeing the last of his lunch get thrown away into the bag.

"Oh my Celestialsapiens…" He muttered as he threw away the bag into the nearest trash bin. "I think I just threw up a day's worth of food…"

"I didn't anyone would have motion sickness as bad as this." Megumi chuckled as he patted his back. "You feeling alright?"

"…I think I'll live. We're not leaving too soon though, are we?" Ben leaned against his knees, panting for a bit until he finally got up.

"Luckily for you, that's a no." The brunette smiled in response. "We've got a nice schedule for the next few days, so we can spend some time relaxing. It won't be all work at least."

"Oh thank goodness!" Tia smiled with joy. "I want to go see Big Ben! Oh, I mean the tower… Ben."

"I know, I know." Ben smiled. "I want to go see it as well. I never did have a chance to do so back in my world."

"Really now?" Megumi hummed in thought. The two began to follow her as a taxi meant to wait for her and company to arrive appeared. "Then let's make this a trip to remember."

"Megumi-san!" The driver called out. "Good to see you. Let's get rolling right away."

"Coming! Let's go, guys!" Megumi called out to her two friends. Ben and Tia nodded in response as Ben pulled their luggage into the trunk of the car, and shortly afterwards, the beginning of their trip in London took off.

* * *

 **…**

 _"Herk… Blaaaargh…!"_

"Not again!" Tia sighed as she opened her backpack. "It's a good thing I bought some more disposable bags at the nearest convenience store."

A few hours later, the crew had stopped by a location by a bridge canal. Megumi had taken some time to pose for some photos, while Ben and Tia were watching over the area and sightseeing a little.

"I-I don't know why…! Transportation is just…it's killing me nowadays…" Ben wheezed as he grabbed another bag from her. "I-Is this a darn side effect of being turned into a Mamodo?! I used to be able to handle myself perfectly in cars and other vehicles…"

"You alright kid?" One of Megumi's cameramen turned to him. "You look pretty pale."

"I-I'm alright, sir…" Ben slowly staggered up. "Give…give me a second."

"Turn a little to the left, Megumi dear!"

"Of course!" Said brunette smiled as she posed for her director. As she held her pose with her signature smile, the cameramen began to take a few more pictures.

"Thatta girl! Nice one! You're just meant for the cameras!

"So, when's Megumi going to be finished with—"

 _ ***SPLASH!***_

"Huh? What was that?" The crew, Megumi and company all turned their heads towards the sound of water splashing. Since they were next to a canal, it didn't seem strange that there would be activity towards the water, but unlike a fish, it was quite the loud noise.

As Megumi looked over, Ben noticed how her eyes widened a little, as if she recognized the perpetrator.

"Oh… That's…" She blinked.

"Who's galloping in the water?" Ben and Tia walked over to look. Looking down onto the canal way that was next to a staircase leading to the bridge next to them.

"Oh, is that…!" Tia's eyes glistened for a moment as she got an even better look. "Ah, just as I thought!"

 _"Huh?"_ Two voices from the lower levels responded to her enthusiastic call. One was a wet blond child who looked roughly the same age as Tia, and a black haired teenager; he seemed to be just a bit younger than Megumi.

 **"Zatch! Kiyomaro!"** Tia yelled out, revealing their names. Ben's interest piqued a little as he looked down. The little blonde kid was Zatch, and his book owner, the teenager next to him, was his Book Keeper.

 _'So, that's Zatch and Kiyomaro…'_ He noted, embedding their appearances into his mind.

"Ah, it's Tia!" Zatch waved back. Though in his hand, Ben sweat dropped upon seeing a partially eaten raw yellowtail, and another one still flopping around, desperately trying to breathe.

"Megumi-san! Tia! And…a friend?" Kiyo noticed the third member of Megumi's party. "Hey there!"

"Ah, Kiyomaro! This is Ben, he's a friend of ours!" Megumi waved back as Ben nodded in his direction, with Kiyo responding in a respective matter as well. "What are you two doing here?"

"I came to visit my dad at the university here!" Kiyo yelled back. "What about you, Megumi-san? Are you guys here for work?"

"Ah, that's right." Ben was the one to answer, much to Kiyo's surprise at how seemingly fluent he was in "Japanese". "Megumi is here taking some pictures for her music video and magazine. We're accompanying her on a few photo shoots."

"Speaking of which…" Tia dug into her backpack, taking out a camera. "Let's get a shot of us together!"

"Oh! That's lovely!" Zatch smiled as he picked up his to-be-eaten yellowtail. He and Kiyo climbed up the stairs, gathering together with Megumi and company. The teen properly introduced himself to Ben, the two exchanging handshakes as Tia handed her camera to Megumi's cameraman.

"It's a pleasure to meet you, the name's Takamine Kiyomaro, but you can just call me Kiyo. Umm… If you don't mind me asking, are you a…you know?" Kiyo sheepishly asked, but Ben simply smiled.

"Ah, you're correct. My name is Benjamin Tennyson, but just call me Ben. I am a Mamodo…but I'm a…special sort of case in that matter." He answered. Kiyo blinked in curiosity, and was about to ask him what he meant, but Megumi quickly dragged him next to her, and Tia with Zatch.

"We're ready. Please take a good shot!" Megumi requested.

"Yeah! With Mr. Yellowtail as well!" Zatch insisted, though Ben noticed that the yellowtail was beginning to wiggle its way out from his grasp.

"Alright, here we go! Take a nice big smile and say _'chee—_ "

"—Ah, Mr. Yellowtail! Don't be so feisty!" Zatch comically tried to keep the fist in his hands. As the cameraman was about to press the shutter button, the yellowtail quickly slapped his face and bounced into Ben, slapping him in the face as well as the camera took the photo.

"GAAAH! Oh what the hell!" Ben yelped as the yellowtail attempted to stick itself onto his head. The trio laughed as Zatch attempted to pull off the large fish from his noggin, but…

"Heh heh heh… Wait, aren't I forgetting something…?" He wondered to himself.

As Zatch finally yanked the yellowtail off, Ben proceeded to rub the sore spot on his head as he leaned on the railing, but as he looked over, the splashing of water soon got his attention once more.

"Huh? Hey, is that another yellowtail or something?" He asked, pointing down. Immediately, Kiyo's face gawked as he jumped down the stairs.

"A-Ah, well, we gotta run! See ya, Megumi-san, Tia, Ben!" Kiyo's face quickly changed into what Ben could only describe as a troll face / sarcastic smile hybrid.

"I…huh." Ben watched as the duo pulled something out of the water and ran away. "I wonder what they're in a rush for."

"Well, it's never a dull moment with those two, that's for sure." Megumi giggled. "Those guys are always up to something."

"That's a must." Tia nodded in agreement. She still had that goofy smile on her face as she watched them go off.

"Hmm…" Ben hummed, turning to her with a devious smile. "Hey Tia…"

"Yeah…?" Tia answered, but didn't turn to answer him actually. Ben snickered as he went to her ear, with Megumi covering her face upon realizing what he was going to do.

 _"You've got a crush on him, don't you…!"_ He whispered with a sneaky grin. But as if she were a ticking bomb, Tia's face immediately blew up to a ruby red as she strangled him as usual.

 **"T-T-THAT'S NOT IT ALL, BEN YOU BIG GOOFBAAALL!"** She denied with all her heart. Megumi quickly got out of her adoring phase as she attempted to unhand Tia from Ben's neck.

"T-Tia! It was just a joke!" She tried to convince her…however.

 _"M-Megumi… Y-You also have a thing for Kiy—HEERK!"_

 **"D-Don't you go along with me on this too!"** Megumi instead began to struggle him along with Tia, but before Ben lost consciousness, he could see the massive amount of blush on her face as a satisfied smile left his face…

 _"…Worth it."_

The cameramen could even see what seemed to be a spectral essence through his camera as he adjusted his lenses. He had to check again to make sure he wasn't going crazy.

* * *

 **…**

 **" _Saisu!"_**

 **" _Poaruku!"_**

Now in the late evening land of London in a large tennis court, the trio were settling in for some late night training, or as Ben would've like to now call it: "Experimentation Time". Because Ben was transformed into a Mamodo through unnatural means, he decided to see how the Omnitrix and his transformations were affected by the change.

Megumi's first worry was that they would accidentally burn his "book", or rather, destroy the Omnitrix, but Ben proved that the device was more than capable of enduring whatever assault came its way. Despite it being part book, the alien materials used to form the overall shape of the Omnitrix was still superior to whatever tech or weapon today, meaning it could obviously tank Tia's spells, or rather _spell_ in her case. Her only offense spell was Saisu.

This time, right when the crescent shape of energy was about to collide into his body, as Ben activated the spell, his first idea was to think of an alien in his mind. To his surprise and partly expectations, his body transformed into the creature that he was thinking of in his mind. However, what he found out was that he could only transform into a certain number of aliens that he was thinking of as he sorted through the identities of multiple forms.

"So, what's this guy's abilities?" Tia looked in awe at Ben's appearance. This form completely nullified Saisu's power.

Once again, Ben's overall body size grew slightly. While he wore a uniform that was half patched, grey on the left side and black on the right, his arms were covered in green, durable crystals. The overall shape of his arms resembled full armored gauntlets, and he even wore a helmet and had a visor comprised of the same material. On his back were two crystal shards that stuck out, and on his left shoulder was the Omnitrix/Mamodo hybrid symbol.

"This form is based on **Diamondhead** , a durable alien whose body is composed of durable crystal." Ben explained as he clenched his right him.

"A crystal alien?" Megumi looked over in slight interest as well. "Well, what else can you do?"

"Oh, plenty actually. This form is one of the most diverse ones I have." Ben smirked as he slapped a palm onto the ground. "Watch this!"

As his hand touched the floor, a huge platform of crystal conjured up in front of the duo, making Tia stumble onto the floor due to the sheer height of the structure.

"Crystal generation and manipulation." Megumi summarized. "That's a handy ability."

"I'll say." Ben smirked as he tapped the OmniModo symbol. Reverting back to human form, the crystals also began to crumble down. "By the way, I wanted to ask something."

"Hmm?" Tia looked over to him as she watched the remaining crystals disappear. "What's that?"

"What kind of spells does Zatch and Kiyomaro use?" He asked, curious about his new Mamodo friend and Human friend.

"Oh, they utilize Lightning Magic. I think they have…three spells at the moment?" Megumi began to remember.

"Lightning spells, huh?" Ben thought out loud. "So each Mamodo has a certain trait to them. Zatch is Lightning, Fango was Fire… Tia, you're Shields or Support is what I'm guessing."

"Yeah…" Tia didn't seem to be satisfied with her line-up of abilities, but quickly changed her frown into a smile. "But as we Mamodo grow, we'll eventually learn stronger spells, so who knows what I'll be able to do in the future!"

"That's true." The Omnitrix wielder agreed as they sat together on a bench. "But I wonder if that's the case for myself."

"Oh… Right, you're not really a Mamodo in the usual case, as your abilities are based on the Omnitrix." Megumi noted once more.

"Yes, that's right… But I can't help but feel that if we go on, I might discover something else. Something other than the aliens incorporated into me by this device attached to my DNA." He grasped the air while saying that.

Tia and Megumi could only sit and listen to his speech. As they looked at each other, they began to giggle. In response, Ben flinched, blushing a little in embarrassment as Megumi got up.

"W-Well, that's just pure speculation on my part… You don't have to be non-literal with my—"

"Ah, come on, you big dummy!" Tia grinned as she pulled on his arm. "Come on, we've got a big day ahead of us!"

"Speaking of a big day, we've got multiple photo shoots tomorrow! Let's cool down for today and get ready for it, alright?" Megumi ordered with a gentle smile.

"Right!/Ok!"

* * *

 **…**

The next day was the same pleasantry that was Megumi's life as an idol. Going around to the countryside this time around, the three drove around in a RV, which made Ben begin to remind himself of the summer from his past world.

"…H-He's not vomiting." Tia gulped with a nervous look as she tugged on Megumi. "D-Did we strangle him too hard?"

"No… That's not why." Megumi replied, a smile on her face as the two looked over at his expression. "Just take a look at his face. He's as calm as a cloud."

Leaning out the window, the pleasant wind of the fields blew against Ben as his hair was gently pushed aside. However, as much as calm-looking he seemed to be even with a smile on his face, Tia could tell that…he was feeling senses of loneliness, a need for reconciliation. She wondered what caused him to look like that as Megumi's daily photo-shooting began.

"But he doesn't seem contempt to me though…" She murmured to herself.

The area they were arriving at was near a local forest called "The Fairy Woods". Why it was called that was unknown, but besides the rumors in which you could see a fairy, the mystery behind that place was neigh impossible to understand. As they journeyed to their destination, Megumi was busy with the camera crew, leaving Ben to play with Tia until the shooting was done.

"Hey, let's check out the local village!" She pointed out to a pasture of buildings in the distance. It seemed that this location was also home to a small farming town.

"Sure, why not?" Ben shrugged, having nothing else better to do so. As he checked his watch; no, the Omnitrix actually _had_ a clock function… He figured that the two of them had some time until Megumi was finished.

Drifting off into the entrance, as the two entered the vicinity, they couldn't help but feel like this area was full of tension, or at least, the residents were wary of something. Something that made them so scared, or at least afraid to openly do outdoor activities without being overly cautious about whatever they were doing. Even as they wandered and began to chat around the area, the people seemed to hesitate for a second before opening up.

"Umm… What seems to be the problem, sir?" Ben asked a farmer that was nervously attending to his field.

"O-Oh… You're not like him. Thank goodness." He sighed in relief.

" _Him_ , sir?" Ben questioned his words. The middle aged man nodded slowly as he pointed towards north. Over in yonder direction was the entrance to the fabled "Fairy Woods", as indicated by the sheer massive amount of forestry located over there.

"Well, I don't know if you've been aware, but recently we had an outsider coming into our area; a kid, around your age and height little missy." The farmer explained, gesturing towards Tia.

"A kid my age?" Tia pointed to herself. Once again, the elder man nodded.

"Yes, and he appeared to be quite the frightening sight. But not ugly I mean, but his presence, his aura… It just _radiated_ supremacy." He eyes widened slightly. "We couldn't help but just…be afraid."

"Did this child attack you at all?" Ben asked, a little worried now.

"No, none of that sort. But he's been coming around here a few times lately; his mere presence is enough to scare us senseless." He revealed. "I'd best stay wary when you tread around these parts."

As the farmer bid them adieu, Ben and Tia began to think of his "child menace" that all of the townsfolk began to talk about. They decided to keep it to themselves until they could inform Megumi about it, so they made their return to the photo site, in which they could see things beginning to wrap up in the first phase.

"Well… That seemed depressing." Tia admitted.

"Well… If you think about it, the description he gave to us sounds like a Mamodo if you ask me." Ben replied.

Returning to the RV, Megumi could be seen underneath a deployable umbrella. As she motioned for them to come over, Ben took another look at the Omnitrix to confirm the time.

"Huh, just enough seconds to spare." He muttered as the duo approached her.

"So, how was the photo-shooting?" Tia asked her partner. Megumi sighed a little as she stretched her fingers. As Ben sat down on the remaining seat, Tia plopped onto his lap as Megumi began to explain the situation.

"Well, luckily for you guys, after this break, this will be our last shoot here in England!" She smiled.

"Reaaally?!" Tia's jaw dropped in joy. "I have to admit…even though it was nice to sight-see around the area, I'd like to get back to Japan and eat some sushi…"

"Sushi, huh?" Ben smirked as Tia began to drool a little.

 _"Geheheh… Cucumber rolls, egg-sushi, fish-roe…"_ She deviously slurped her drool aside.

"And yellowtail I assume?" Ben chuckled, poking her cheek.

"YEAH~!" She actually reacted with a loud cheer. "Ain't that right, Ben? Megumi?"

Giggling, Megumi merely folded her arms as she took a nice, deep breathe. "Oh, Tio. Food always gets onto your mind when you're stressed out."

"Yeah, that's because—Huh?" Tia suddenly saw something from the corner of her eye. In an opening near a bush, she pointed towards a silhouette that seemed to resemble everyone's favorite hyperactive blond Mamodo. "Hey Megumi, Ben… Isn't that Zatch over there?"

"Eh?" Both of the two turned in the direction to which she pointed in. It was true; there seemed to be some sort of sort figure resembling Zatch's figure. Even the clothing and hair seemed to match his body.

"See, it is Zatch!" She smiled as she leaped off of Ben. Taking a few steps forward, she began to wave at the Zatch-like figure that stood afar. "Zaaaaaaaatch!"

As she waved, she was expecting a response from the figure, but all she got was someone running away from her sight. Ben and Megumi looked at each other, blinking in confusion as Tia began to puff her cheeks in annoyance.

"W-What…?! Did he just ignore me?" She was dumbfounded. Clenching her fist, she pouted as she then folded her arms. "Just wait till I get my nitty gritty paws on you then, Zatch…!"

"Was that really Zatch though?" Megumi wondered.

"It seemed to be. Or at least his body type seemed to be related to his." Ben guessed. Turning around, he stood up and quickly turned back to the girls. "Oh, we're leaving. Come on Megumi, Tia."

"Grr…!" Tia growled as Ben took her hand. He had some mild resistance from pulling her back, but Megumi simply giggled at the sight of an older brother trying to calm down his sibling.

Little did they know though that this small factor would play a part in the future.

* * *

 **…**

"…Huh, where are all the townsfolk?" Kiyo wondered. He had some bandages on his arms and face, but he seemed to be relatively fine.

He and Zatch had now arrived in one of the other ends of the village near the Fairy Woods. As Zatch was busy munching on another yellowtail, the duo began to walk through the entrance. Though as Kiyo looked over to a nearby home…

 _"…Eeep!"_ A woman yelped as she closed her window and pulled down the shades.

"…?" Kiyo looked surprised to what he saw. Continuing on through the main trail way, as they passed more and more houses, the residents would simply spy on them and then hurriedly cower away in their homes.

"…Uh…what?" He blinked a few times, stopping to look around. "W-What's with this village?"

 _ ***BARK!* *BARK!***_

"Hey, a doggo!" Zatch smiled upon looking at a dog that seemed to be barking at them in warning. As two villagers came to check on the animal, as they looked in its direction, something seemed to immediately make them afraid.

" _I-It's that kid!"_ The first one yelled, tossing his shovel into the air.

 _"HE'S BACK! RUN AWAY!"_ The other one cried out, throwing his rake out. Zatch and Kiyo watched with weird reactions as they ran away and out of their sight.

"H-Hey! W-Wait a minute, you…all." Kiyo tried to call out to them, but it was too late. "Geez, why did they run away the moment they saw us?"

"Kiyo…they looked at me…" Zatch glanced back at Kiyo.

"And?" He asked.

"…And they were thrilled!"

Kiyo immediately face palmed and dropped to the floor in a comedic fashion as Zatch continued to boast his "apparent" charming reputation. "It seems as though I'm popular around these parts!"

"What the hell are you saying?! It's the exact damn opposite you fool! They're terrified of you, not thrilled!" Kiyo quickly retorted, chopping the blond's head.

"Then what?" Zatch rubbed his temple in discomfort as Kiyo just began to walk towards the Woods' entrance.

"It's nothing... But sheesh, this village doesn't make any sense whatsoever. Zatch, let's hurry onto the forest already." He then ordered as he went pass the blond Mamodo.

"Kiyo, what do you mean by "opposite"?" Zatch began to ask while licking the tail of his meal. "Why were they scared? Am I so intimidating that they couldn't help but be afraid of me?"

"Yeah yeah…" Kiyo shot him off as he walked a little faster.

"Kiyoooo! Are you listening to me?!" The blond began to grunt towards Kiyo in a childish manner. Sighing heavily, Kiyo growled in annoyance, furiously pointing his finger at Zatch!"

"I don't freaking know! Hurry up and finish that damn yellowtail already too, damn it!" He said, releasing an outburst of rage. Gulping, Zatch quickly devoured the remainder of his tail and began to follow him.

* * *

 **…**

A few minutes was what it took them to traverse to the other end of town, in which the entrance to the Woods finally laid.

"…Here we are Zatch. This is the entrance to the Woods." Kiyo gulped as the two stood in front of the entranceway.

"…Unu." The blond nodded. However, right as they were about to take their first step forward, the sound of an engine could heard as they turned around.

"Oh, what's tha— _*COUGH!* *COUGH!*_ What the?!" Kiyo nearly choked on the dust from the wheels of Megumi's RV as it passed by. "What is tha—"

 _ **"—** ** _K-Ki_ yomaro…! I'm being…str…angled! Suffo… Suffocating!" **_Zatch whimpered out while trying to gasp for air.

"Z-Zatch?!" Kiyo turned over, only to see Tia straddling and beginning to strangle Zatch as the dust cleared. Ben was seen coming out with Megumi as Tia let go of him for a moment, only to initiate in a leg strain.

"UUUUUWWWAAAAAAAAAAAAAAGGGGGGGHHHH!" Zatch cried out in pain as Ben tried to get her off.

"T-Tia? Ben? Megumi-san?" He then noticed them.

"O-Oh… H-Hey there, Kiyo." Ben chuckled for a second before getting back to Tia. "C-Come on Tia…!"

"Hey there, Kiyomaro-kun." She greeted back. However, as much as Ben tried to get her off, Tia was close to dislocating Zatch's legs as he cried out in a pitiful manner.

"W-What are you doing, T-Tia?!" He called out to her, but all was in vain as Tia growled in response.

"Shut your horse, Zatch! What was that attitude that you gave me back then?!" She immediately barked back.

"W-What?! I have n-no idea what're y-you're talking about!" Zatch insisted as she continued to pull. "KIYO, HELP THIS SORRY MAMODO PLEASE!"

"Y-Yeah… I don't get what you're talking about, Tia." Kiyo revealed. "Ben, Megumi-san, what's this all about anyways?"

"W-Well…" Ben grunted.

"Before we arrived here, we saw Zatch from a distance and tried to call out to him. But since he ignored Tia, she's a bit angry as a result." The teen idol explained.

"Y-Yep, that's pretty much it." Ben nodded as he _still_ tried to get her off.

"Wait, what? But Zatch and I just got here." He revealed with a confused tone of voice. "That can't be possible."

"Huh?" Ben turned to him.

"We definitely saw what appeared to be his figure though." Megumi confirmed.

"Hmm…" Kiyo began to think. As he cupped his cheek, it was then that his eyes widened in realization. _'C-Could it be? The one that Robnos was speaking of? That must be it then! That was the other Zatch they saw!'_

"Wait, then what you're saying is…?" Ben blinked.

"Tia, that Zatch was a fake." Megumi tapped her partner's shoulder, causing her to let go instantly and for Ben to fall back. She glanced over to her as Zatch began to slowly and painfully get up.

"A fake? Really, Kiyomaro?" She asked him for reassurance.

"Yeah, it's true. Though I can't be certain until Zatch and I explore this forest." Kiyo explained.

"A-A second Zatch, huh?" Ben stuttered as he got up.

"T-Tia… Tia is a scary girl…" Zatch whimpered as he held his rear in pain. "One must be as careful with her…!"

"Then let's go with them, Megumi!" Tia suggested. "Let's go and defeat that fake Zatch and teach him a lesson that he'll never for—"

"—Megumi-chan!"

"Ah…" The brunette and company turned back to the RV.

"It's time for us to go!" The driver called out.

"Y-Yes! We'll be there right away!" She quickly responded, before turning back to Kiyo. "Sorry Kiyomaro-kun, but we have to leave now."

"Come on, Tia." Ben placed his hands on her shoulders. Tia responded with a distasteful reaction however.

"Whaaaa…? What about catching the fake Zatch and drilling a hole in his bu—"

"No means no, unfortunately." Ben shrugged as he lifted her up. Carrying her like luggage, the pink haired girl groaned as the three approached the RV.

"F-Fine then…" Tia mumbled as they turned around to say goodbye. "But be careful!"

"Yes. Please, be very careful you two!" Megumi added.

"We'll be seeing you guys later." Ben waved back with his free arm.

"Yeah! Have a nice trip back!" Kiyo nodded in turn. As he and Zatch watched them return into the RV, Tia and Megumi could be seen waving back at them as the vehicle faded away into the distance.

"…You know, my butt still hurts." The blond rubbed his rear.

"Heh heh. Well, I guess Megumi-san has to still teach Tia how to control her anger." Kiyo shrugged.

"I feel bad for Ben. I don't know why, but I feel like he's already been strangled by her at least a few times." The Mamodo shivered at the thought that appeared in his head.

"Oh, yeah, that's definitely something I can see happening." Kiyo chuckled with a sympathetic tone. _'Hate to babysit her when she's on a tantrum. Ben probably does that a lot…'_

* * *

 **…**

 _"…Zzzz…"_

"Well… At least he's not hurling." Megumi sighed a little as the trio sat in their seats. The duo were taking a peek at a slumbering Ben, who for once was experience a case of 24/7 motion sickness.

"…Do you know how many bags he's filled? The trees he's killed…?" Tia turned to her partner with total anxiety all over her face. I literally had to write down just how many I had to throw away during these past few days!"

"Was it really that rough?" Megumi joked, shifting her eyes a little.

"YES!" Tia slammed her hands on her seat, nearly jolting Ben away. The girls gasped, keeping silent and still…and fortunately, he managed to fall back asleep. "…It really was rough."

"W-Well, we won't be traveling to any other countries for a bit, so…at least that's good." Megumi reassured her, placing a hand on her shoulder as Tia slouched in her seat.

"Well, fine then. I'm… _*yawn*_ gonna nap for a bit then…" She then mumbled, her eyes becoming drowsy as she began to lean towards Ben unconsciously.

Megumi giggled at the sight. "And once again, another successful sleep for my princess. She really has gotten a lot happier ever since Zatch-kun and Kiyomaro-kun had gotten into our lives."

Over the course of half a day, or roughly 12 hours in total, Megumi kept watch over her little ones for the first couple of hours. By then, Tia had begun to switch to watching, with Ben surprisingly _not_ instantly barfing the moment he woke up. A good night's rest was probably a temporary antidote for his condition.

The rest of the plane ride went smoothly, but it did allow them enough time for them to get a clue on what their next few work schedules were. Megumi explained that she would have a few days of rest, and then proceed to once again tend to her duties as a pop idol; meaning singing practice, fan-meetups and signatures, photoshoots, the like. To Ben, it reminded him of how tough her life was, though he did feel a tad bit relived that Megumi did this sort of work only because she enjoyed it, but because of that…

As a result of her busy schedule, Tia became involved in this seemingly never-ending scheme of business trips and rehearsals. And while Megumi was already doing this sort of work even before meeting with Tia and learning about the Battle of the 100 Mamodo, Tia unfortunately was still trying to cope and adapt to these strange schedules. Waking up early, keeping track of Megumi's schedule and making sure she got to places on time; she basically became the teen idol's mini manager as time passed. With Ben now in tow though, the Omnitrix wielder decided that he would help lessen the load on her shoulders. Surprisingly enough, even with her pop idol work, Megumi was in fact still a student, one that was attending an all girls' high school.

"Wait, so typically saying, most Mamodo can range from 4 years old, a child young child basically, to those of even of almost full grown teenagers or adults?" Ben tried to understand what the situation was. The two were whispering for the sake of not wanting to wake Megumi up.

"That's right." Tia nodded. "You see, back in the Mamodo World, there's a bunch of different schools. The one that Zatch and I came from was the quoted _"Mamodo World Elementary School #7"_. And even then, such a place expanded for miles!"

"Hmm… Assuming that there's multiple divisions for middle and high schools as well, the 100 Mamodo were seemingly chosen from those facilities?" Ben then asked. Once again, Tia nodded.

"Exactly. The one who actually administers the contestants for the Mamodo Thousand-Year Battles is the Principal of the Educational System. He's an old goat guy with a really long beard." Tia tried to do a mock impression of a beard stroke to resemble said Principal.

"This really doesn't make any sense then if you think about it then." Ben admitted. "If a child of all things managed to win the battle, wouldn't they become King or Queen? Surely the denizens of your realm wouldn't accept that."

"Well, according to what I heard in class, the whole point of the battle to decide a King in the first place is to have the Mamodo participating in the fight to grow and mature." Tia explained. "Take me for example. I learned to accept that people change, and even, you can trust people and learn to grow as a person."

"Well, when you put it that way…"

Tia went on to explain how all of the magic of the Mamodo worked, and the function of the various tribes and types of Mamodo that existed. The various body types of Mamodo would often foresight how they would function in society. Humanoid Mamodo seemed to be at the top of the hierarchal level, with the beings like Dragon-kin and others being similarly placed, but some races being seen as lower cases in society.

As a way of saying thanks to the young girl explaining so much to him, Ben decided to tell them small bits of information about himself. He mostly told her about some of the powers his various transformations had. He did, however, decide against telling her about all of the functions of the Omnitrix. He wasn't even sure if Megumi and Tia would know what he meant, but regardless, what he did tell them was enough to leave their jaws hanging down to the floor.

Who knew one would learn so much about culture from different worlds, especially on a plane of all things?

* * *

 **…**

After a few hours on the plane, and Ben beginning to periodically chucking out his innards once more, the group had arrived in the bustling city of Tokyo, the capital of Japan. The group rose from their seats in the compartment, and made their way off of the plane. As soon as Ben set foot into the lobby, he seemed to almost immediately recover from his motion sickness, much to Megumi's and Tia's surprise once again.

 _'I guess it wears off just as quickly as it kicks in...'_ mused Tia. At this point, this was going to become a daily thing.

The Omnitrix bearer even further surprised them when he opened his book, and was even tempted to read one of his spells.

"Oh Celestialsapiens… Fresh ground once again…!" He muttered exuberantly.

"Someone's relieved." Megumi giggled. It didn't take long for Tia to slap Ben upside the back of his head, thus bringing his celebratory to an end.

"Not here, Ben!" The pinked haired Mamodo yelled. "You'll freak out the public if you transform! And we are _not_ spending any more of our time running away from paparazzi when they recognize Megumi!"

"Ah… Heheh…" Megumi chuckled sheepishly.

With that, the group set off and exited the station. Upon entering the city itself, Ben was immediately surprised at how far the buildings went on. The two girls didn't give Ben a tour, per se, but they did point out various shops and other establishments as they walked through the massive establishment. They didn't take a plane from Tokyo, but rather another airport, so this was the first time that Ben saw such a busy place.

As they walked, Ben couldn't help but think to himself how the town bore a resemblance to his hometown Bellwood in a way. Both towns resembled ones that might have existed in Ben's world, but even so, they still had a somewhat newer, busier look about them. It would appear that this world wasn't as calm as Ben's was, judging from what he'd seen of it thus far.

Eventually, the group called upon a taxi, and after calming the driver down from the presence of a famous pop idol in his face, it was a pleasant ride back to the town in which Megumi lived in.

As the trio finally returned home, Tia decided to use the time they had left for the day to get back on the talk they had on the plane.

Sitting down on the couch in their living room, Tia took a sip from a glass of juice she had saved up for when she got out of the bath. Ben thought it was polite to let the girls take their turns first, and after he finished his, he joined up with the petite girl to continue their conversation from earlier.

"So, how many of these aliens does the Omnitrix have?" Tia inquired.

Ben turned to Tia once more, and answered. "Before its reconfiguring due to your Saisu spell, it had around…about sixty or so that were ready at any time? Give or take five to six that I usually used."

His statement left the young Mamodo nearly speechless. Sixty forms… That was far more than any kind of spell that could change a Mamodo's body. However, Tia noticed something about the way Ben said that.

" _Ready at any time_?" Tia repeated, her own words making her a bit more nervous by the second. "What does that mean exactly? Are you saying it has more than that?"

Ben nodded with a nonchalant expression. "Well, unfortunately, it's not fully unlocked as of now. But when it was, I discovered that it contained the DNA of a **million** aliens."

"M-Mill… Wait, how long did you have that for?" She stuttered, before immediately slapping her legs and pointing down at the onyx black device on his wrist.

Ben looked at Omnitrix before turning to her. "I've had this for two years. Up until then, I was literally just a normal ten-year old kid."

"I mean, I know you gave Megumi and I the gist of it back at the onsen, but still…" Tia sat back, still a little doubtful.

Ben was somewhat amused by her reaction to what he'd just said. Though, it did make sense once he thought about it. The Omnitrix was an incredibly powerful device, with the abilities and strengths of every sapient species in his universe. There were DNA samples of some unbelievably destructive aliens inside it. For somebody to wield such a device at the mere age of ten would be shocking tale to anyone.

"Well…" Ben explained "Ever since I got it, I've been using it to help people, whether that means fighting crooks, saving civilians, the like. I had people to help make sure that all of this power didn't get to my head."

"So, speaking of these aliens, what other powers do they have then?" Tia decided to sidetrack. "Megumi and I already seen three or so of the forms you've shown."

Ben adorned his face with an expression of deep thought. Trying to remember just how many abilities were available given the amount of transformations at his disposal did in fact make it a bit difficult to keep track of.

"Uh… Well, lemme see here…" Ben counted his fingers as he spoke. "Most of them have some form of superhuman strength and durability, but for the gist… There's super-speed, the power of the elements, uh… Flight and intangibility, and…oh! Some of them have regenerative powers as well!"

"E-Er… That's a lot to gather on…" Tia flinched.

"I'd say!" Megumi suddenly called out from the other end of her room. She was wearing a bathrobe and had her hair wrapped in a towel. "What else do you have?"

"Honestly… The list goes on and on, Megumi, Tia. I actually have lost count." Ben admitted.

"All that power inside that small little device, it's amazing to think about." Megumi noted as she let her hair flow freely.

"Tell me about it." Ben said dryly. "You don't the stuff I've encountered due to me just having this device on my person."

 _'I prooooooobably shouldn't tell them about Vilgax though… I think Tia would wet herself…'_

* * *

 **…**

"So… Wait, what's with straw hat again?" Ben pointed down to Tia, who had a big grin on her face.

"It's an addition to my sense of style." She replied as she twirled. "See? Matches with my outfit."

"But… I've never seen you wear anything else besides that, I mean besides pajamas at night time." The Omnitrix wielder noted with a weird. "Huh, I have a strange thought of deja-vu…"

"Whatever. Come on, we're here!" Tia dragged his hand, ignoring his previous thought as they arrived in front of a house.

"So, wait, you guys know where Zatch and Kiyo live? Huh, you really do like hi— _Gaaaaugh…!_ Tia please…!" Ben quickly slapped the ground as Tia began to strangle him once more.

"…I'll let you off this time." She grumbled with a slightly red face. As she stepped up to the front gate and walked up to the front door, Ben took a moment to catch his breath as the young Mamodo knocked on the door.

"…I feel bad for Zatch." He mumbled to himself as he heard the door open.

"Oh, Tia-chan!" A female voice called out. "And a friend of yours?"

"Ah, hello Hana-san!" Tia smiled. "Yeah, this is Ben!"

"I-It's…a pleasure to meet you, Takamine-san." Finally letting the last of Tia's strangle out, he picked himself up and exchanged hands with the woman in front of him. "I assume you're related to Kiyo then?"

"That's a yes. I'm his mother, Takamine Hana." She smiled. Hana was a young adult with loose brown hair tied into a loose ponytail, dark red eyes, and she wore a sky blue with a turquoise skirt accompanied by a pink apron.

"We heard that Kiyo and Zatch arrived back from England, so we came to visit!" Tia revealed to Kiyo's mother.

"Well, they're home now. Go ahead, Zatch and Kiyo are upstairs with a bunch of Kiyo's school mates." Hana gestured for them to come in, pointing to the stairs.

"Thanks!" Tia quickly replied as she took off her shoes. Ben sighed a little as he took the time to take his own off and rearrange the duo's in align to the other guests. Before he could even come up, he heard a bunch of noise as he approached the entrance to Kiyo's room.

 _"Kiyomaro! Zatch!"_ Tia yelled as she ran up the stairs. As she entered, Zatch and Kiyo turned around to see the pinkette entering the room, with Ben shortly after her.

"Please excuse her sudden rush of excitement…" Ben bowed slightly.

"I came to visit!" Tia revealed.

"And I came to supervise her…" Ben shrugged.

"Tia! Ben! Hey there!" Kiyo smiled as he stood up.

"We heard that you guys came back from England, so Tia wanted to visit." Ben explained.

"Well, thanks for coming! Unu!" Zatch nodded. "So, where's Megumi?"

"Ah… Megumi is working on her rehearsal for some of her new songs. Since we had the free time and we were in the area, we thought to come here." Ben answered. "So, how's everyone do—"

 **"Meru-meru-meeeeeeeeee~!"**

"Huh?" Tia and Ben looked over towards the end of Kiyo's room, only to see a creature happily crash itself into Tia, licking her face as it wagged its tail.

"Wha—Oh come on!" Kiyo gasped.

"Uh… What is that?" Ben blinked as Tia began to giggle from ticklish feeling.

"Ah, stop that~! That tickles!" She grinned. "Zatch, Ben, stop him…!"

"…A horse? He looks like one, but sounds like a sheep…and acts more or less like a dog? What the heck?" Ben tried to figure out what this…creature was. "Can it even talk?"

"I mean…it seems to be able to communicate with us." Kiyo answered, but with a disappointed tone. _'Though he isn't hostile with anyone else but me…'_

"Oh come on, Takamine-kun!" Another person, one of Kiyo's classmates said as he picked up the sheepathingy. "This **donkey** is cute! What's so savage about him?"

Just as he said that, the horse thing bared its teeth at Kiyo, growling while its face was unable to be seen by the short teen holding him. He was Iwashima Mamoru, pudgy looking guy. Ben wasn't sure to make him out as a person of rationality, or as an extraterrestrial.

* * *

 **…**

As the duo stayed together in Kiyo's house, the Omnitrix wielder watched as Kiyo's classmates were lectured by the teen. It seemed as though Kiyo was a prodigy in whatever subject in education, which intrigued him a little.

Turning to his bed, he witnessed the two Mamodo children continuing to play with the horse thingy. Assuming that it was sapient as duly noted by its movements and characteristics, Ben wondered something as he began to tinker a little with the Omnitrix.

As he turned the dial a few more times, a small beep was heard from the device as Ben's face lit up a little.

 _ **"** ** _Un_ iversal Translator restarted. Activating now." **_A voice, the Omnitrix's AI, announced quietly. Ben smiled as he turned to the trio, and his eyes lowered a little as he began to understand what the creature was saying.

However, before he could get anything out of him, Hana was heard calling out to Kiyo from the kitchen.

 _"Kiyomaro! I cut some watermelon, please help me carry them up!"_ She called out. Everyone seemed to react with joy in response.

"Unu! I'll go help!" Zatch bounced off Kiyo's bed. Tia also got off the bed and began to join him as well.

"Uh, I'll go make sure they don't drop anything..." Ben pointed to the exit.

Leaving the room for a little, the trio went down stairs to help bring up the trays of sliced watermelon. It was quite amusing to see Tia be a little more childish when she was with Zatch, but as they returned to Kiyo's room…

 _"Meru-Meru-mee! Meru-meru-meeeeeeeeee…!"_

"Ow!" Ben grunted as he was slapped away by the crying horse thing. However, as it passed them, he and Tia noticed a few things.

The first…was a book in his arms. A salmon colored Mamodo Spell Book. The second was that the final cries of the creature were heard and translated into the Omnitrix, allowing Ben to understand him.

"…A partner?"

"A Spell Book?"

As they watched him run down the stairs, they quickly re-entered Kiyo's room, with Zatch obviously confused and disturbed by what just happened.

"Kiyomaro? What just happened?!" Zatch quickly asked. "Why was he leaving for?!"

"I told him to go." Kiyo growled. "With the attitude he was having, he ought to leave this household. Besides, I didn't intend on keeping him."

"What?! That's terrible of you! Why did you do that—"

"—Zatch!" Kiyo quickly stooped his temper. "…Let's talk outside. Tia, Ben, please, you two as well."

* * *

 **…**

With a reluctant tone, Tia and Zatch placed down the watermelon trays. As Ben did so as well, the three joined Kiyo to accompany outside his room as he closed the door, as he didn't want his classmates to hear.

"…Oh man." Kiyo sighed a little, before turning around. "Zatch, that guy… He's a…"

"A Mamodo." Ben revealed.

"What?" Zatch flinched. Tia looked down with a sad look, before turning to him.

"It's true, Zatch… I saw his Spell Book when he ran pass us. There was no mistaking it." She reassured their claim.

"And even though I was annoyed at him; that much is true yes, I couldn't keep him here regardless." Kiyo told the kids. "He may suddenly attack us."

"But… He was friendly with me thoug—"

"He **bit** me!" Kiyo interrupted him again, showing his bandaged right hand. "Look, you can't deny the evidence!"

"…If he had any intentions on attacking me, he would've done so a long time ago. Kiyomaro, you _JERK_!"

"Zatch!" Kiyo yelled as the blond began to run off. "It's no use chasing him!"

"…Za…" Tia blinked, glancing back at Ben and Kiyo. Gritting her teeth, to Kiyo's surprise, the young Mamodo ran off to join in his search.

"Tia?!" Kiyo gasped, before narrowing his eyes as he sighed. "Do what you…"

"Hey, Kiyo." Ben suddenly said, making the teen look over. "…Do you know why the horse was acting that way?"

"Why? Because he's a…wait, why _was_ he like that for?" Kiyo actually began to think, with all of his rage out. "…Do you know something?"

"Yes in fact." Ben smirked. "And you realize that the thing you just kicked out is only around 4 years old, right?"

"Huh? How would you know that?" Kiyo frowned.

"Oh, I have my secrets. But anyways… The reason why he was being so hostile to you…is because you're the keeper of Zatch's Spell Book." He revealed.

"Wait, that's… That would make sense. But then why would he be friendly with Tia and the others then?" Kiyo asked.

"Probably because Zatch has some sort of special relationship to him for starters." Ben first answered, before lifting up two fingers. "As for your second question…"

* * *

 **…**

"Tia!"

"Ah! Kiyomaro, Ben!" Tia turned around, a new smile written on her face. "I knew you would come back…"

"So, where did our horse friend go off to?" Kiyo asked as he began to look around. "Mochinoki isn't that big of a city."

"O-Oh, he's around the corner, in that busy street." Tia pointed over in other direction, but her face lowered itself once more. "Umm… Hey you guys?"

"…Hmm?" Kiyo then noticed the look on her face as he lowered himself to her height. "What's up, Tia?"

"…If he really is all alone…then I might know what he's been going through." She suddenly said as the trio turned around to a busy street in the city. There, Zatch and his friend could be seen desperately trying to get someone to look at the Spell Book.

 _"Will somebody look over him? He's a very good person!"_ Zatch yelled out as the horse kept calling out with his usual "Meru-Meru-me's".

"…He really is trying to look for the keeper of his Book." Kiyo watched. "You were right, Ben."

"Yep." Ben folded his arms. "That's the reason he was also friendly with your friends. He was trying to see if any one of them could've been his partner."

"…That's strange though." Kiyo then said, triggering a curious look from Tia. "To be a Mamodo who hasn't found his Book Keeper, and this far into the Battle?"

"Yes… It is strange." Tia agreed. "But there he is, desperately trying to give his Book to someone to look at."

"Tia, how long did it take for you to find Megumi?" Ben asked politely. Tia's face grew a little dark before she smiled a little.

"…Several months." She revealed. "You know that feeling of loneliness too, don't you Ben?"

"Well, being trapped inside an inter-dimensional prison for two years is probably worse than what's he going throu—GAH! I WAS JOKING!" Ben tried to compare his time in the Null Void to the time that the Mamodos were in the Human World, but alas, Tia began to strangle him once again.

"It's a lonely feeling, huh…? That's why he was so happy to see Zatch; someone he was familiar with." Kiyo realized. "And even though he might've been an enemy, he followed us back home regardless."

"Kiyomaro… Could he stay at your place?" Tia decided to ask.

"I…" Kiyo opened his mouth to speak. Before he could finish his sentence however…he closed his eyes, and simply began to walk over to the duo in the crowd.

"…Kiyomaro?" Tia blinked, before gasping as Ben patted her head. "Ben?"

"…It's going to be alright." He reassured her with a grin. Grabbing her hand, she dragged him to Kiyo, in which they could see him engaging with Zatch.

 _"…him home when you've had enough."_ They could hear him finish saying something that made Zatch and the horse Mamodo widen their eyes.

"I-Is that really okay, Kiyomaro?" Zatch's face immediately turned from a frown to a full smile.

"Yeah yeah… I'll get the okay from mom." Kiyo gave him a semi-smile out of embarrassment, making Tia's face brighten up as a result.

"Kiyomaro!" She grinned.

"But… Only until he finds his Book Keeper." Kiyo grinned. "Then it'll be whoever is partnered with him to take care of him."

"Ha, you big softie." Ben snickered as he slapped Kiyo's back.

"H-Hey…!" Kiyo stuttered.

"Yay!" Tia smiled as she hugged the horse Mamodo. "I'm so glad for you!"

"Me too, unu!" Zatch latched onto the beginning hugs as they began to celebrate. "Kiyomaro, thanks so much!"

"Meru-Meru!" The horse Mamodo called out in joy. Ben smirked as he understood what he actually said.

"Uh-huh…" Kiyo smiled. "Now, let's go home."

* * *

 **…**

"Alright! I decided on a name for him!" Kiyo announced with a smile, although Ben could tell it had a bit of sarcasm behind it.

After returning back to Kiyo's house, as everyone in the household sat before Kiyo, Ben could see the look on the horse Mamodo's face, as if he wasn't to like where this was going.

"So, this name in Japanese means "Horse-Monster" and relates to his appearance, so to say it correctly…" Kiyo started as he raised his finger up for clarification. "It's going to be…"

 **"Ponygon!"**

Unexpectedly, "Ponygon"'s Hopes and Dreams were shattered as everyone else but Ben began to cheer in celebration in his naming.

" _Meru…"_ Ponygon began to mutter.

"Hmm?" Ben turned to him. "Your name is…?"

" _ **MERU-MEEEEEEEEEEEEEEE!"**_

Shocking the Omnitrix wielder, Ponygon's teeth began to resemble a guillotine as he began to chomp down on Kiyo's already blistering and bandaged hand, creating sounds that resembled celery being chopped off from its stem.

"AAAAAAAAAAAAAAAHHH! STOP THAT, PONYGON!"

 _ **"** ** _Me_ eeeeeeeEEEEeeeeeeeeeeEEEEeeeeeeeee!"**_ Ponygon growled loudly as he continued to chow down regardless.

"Calm down, Ponygon!" Zatch panicked as he and Tia tried to get him off of Kiyo.

The sounds of hell havocking could be heard throughout the entire neighborhood as Ponygon continued his onslaught. They ended up thrashing through Kiyo's room as Ben quietly left the room, thinking of the last words Ponygon uttered before it turned into unintelligible nonsense.

"…Huh, _Schneider."_ Ben shrugged as he sat behind the room. _'Can't have a normal day around here I guess.'_

* * *

 **…**

A few days had later passed and as predicted the workload that the trio discussed began to take place. Early mornings, rapid pace to pace deadlines on meetups, the usual business seemed to happen, but this week in particular seemed to be quite busy in fact for this summer month.

This week in particular had made Megumi and especially Tia stressed from the workload with no days off, so the Mamodo decided to try to schedule a day off with Ben. Fortunately, they succeeded, and with that day off, Tia was the one who planned everything out…

And speaking of which…from the days leading to this…

…

…

 _"Oh thank goodness!" Megumi sighed as she slammed open the doors to the workplace they arrived in, crying in joy. "I was so afraid of staring in the face of death!"_

 _"I'm starting to go CRAZY!" Tia shrieked, pulling her hair in frustration. "Why is this week so much busier than the rest?!"_

" _Come on now, we have get settled in, quick." Ben quickly said as he placed their things down. The trio were currently in another studio for rehearsal, with Ben holding Tia like luggage as he carried everyone's luggage in his other hand._

" _At least this is the final appointment for today…" Megumi mumbled as she took a look at her log book. "Alright guys, you can take it easy for a bit while I go in."_

"… _I need to rest." Tia bereted as Ben let her down in the waiting room meant for special guests. They could see Megumi being escorted by a bunch of staff as Ben began to sort out the luggage he brought in. "Ben, I need water."_

" _Water, comin' right up." Ben replied as he took out a bottle from a convenience store bag. While his back was still in her view, he tossed the water bottle backwards into her lap._

" _Tank ou…" She said with a jabbering voice as she began to chug down the contents of the bottle, sighing in relaxation as she finished the whole thing in seconds. "That's a little better."_

" _Alright, what do we have here…" Ben thought out loud as he began to sort out their belongings. "This is Megumi's bag… Tia's Spell Book."_

" _Hey Ben, when was the last time we had a day off?" Tia yawned from afar._

"… _We never did have a day off for this month." He answered without looking back, making her open her eyes in realization._

" _Then can we take at least one?!" She barked. "We've been working like dogs this entire time!"_

" _Er… I suppose we can do so. Technically if you work that long you're supposed to be given at least some time off per week." Ben replied as he turned around._

" _Hm… Yeah, those glasses really do suit you!" Tia smiled as she made a frame with her fingers. Ben had started to wear glasses as he accompanied Megumi and Tia on their work antics. "That's it, I'm forcing the staff to give us a day off!"_

…

…

"Huh, I still didn't think they would do so." Ben said in remembrance. "But a amusement park of all things, Tia?"

"Yeah! I saw an advertisement back when we were visiting last time, you know, when we encountered Ponygon?" She reminded him with the biggest smile he's ever seen. "And besides, they agreed that the Jet Coaster was the **thing** to go on!"

"Ponygon. That's the Mamodo that Kiyo and Zatch discovered was with them when they returned from England, isn't that right?" Megumi asked the duo, who nodded in response. "He hasn't found a partner yet? In this long into the Battle?"

"That's what I thought." Ben added.

"Well, at least he's not alone." The teen idol smiled.

 _ ***Ring!* *Ring!***_

 _"Hello passengers! We are approaching Mochinoki-Morimachi. If you are looking to enter the Mochinoki Amusement Park, please transfer from here."_

"Well, I guess we're here." Ben said in response to the announcement. Standing up, he waited for Megumi and Tia to grab their own bags from the storage rails on the ceiling of the train.

"Come on Tia, time to go. It's time to stop smiling to yourself." Megumi smiled. "Let's transfer off."

"W-What?!" Tia blushed a little as she frowned in response. Ben shrugged to himself as her face pouted. "When was I smiling to myself?"

"During the entire—AWWWGH!" Ben was about to retort, but as usual, he was beginning to get himself strangled by the young Mamodo girl. "I WAS JOKING!"

"THAT was a rhetorical question, Ben!" Tia growled, looking at Megumi's back as she dragged him across the floor by his neck. "I-If anything, you're the one that was smiling and was spacing out during the entire filming time, Megumi!"

"Oho? Is that so?" Megumi smiled in a joking matter.

"Yes, really." Tia groaned lowly as she finally released. "Whatever, let's just get going!"

 _"…T-Tia's going to make the Omnitrix revive me from death one of these days…!"_ Ben desperately gasped for air as he slowly got up. "…But."

"Why do I get the odd feeling that we're going to be doing something dangerous?

* * *

Another chapter is complete. I mean, the second chapter is here!

I've been thinking of what transformations and abilities that Ben should get as he obtains more spells in the future. While most spells for most Momodos are obtained and are seen as abilities already seen in one's true potential, most of Ben's abilities come from the use of the Omnitrix. What I have in mind is for him to access his Anodite heritage relatively early into the story, to sort of serve as a standalone ability, yet interact with the other aliens in a similar way to the Omni-Enhanced aliens from the Ben 10 Reboot.

So far, I plan to make certain spells have only a certain availability to certain aliens, like the first spell only allowing Ben to access his first ten or so aliens. Because technically he _still_ has the Master Control, as this incarnation of the Omnitrix wasn't really tampered with, merely adapting energy into a controlled form and as a result of an unorthodox event changing it.

Also, for the Mamodo From 1000 Years Ago, I kind of wanted to have a few of them stay in the world, or at least have one or so. Laila is one of my favorite characters from the series, so perhaps something with her and Ben. Note to mind; not a pairing. He's 12, she's 7. That ain't even Lolicon people.

So, with that said in mind, I'll end this here. Let me know what you guys thought of the chapter, and please R&R or let me know any suggestions you guys are thinking of! Have a good rest of your day, and thanks for reading. Toodles until the next release!


	3. Together, We Ride!

Hello again! Another chapter! Can't be absent for so long for my other stories to just upload one chapter, so here's another chapter for this one!

Welcome back to the Mamodo From Another World. To be honest, I didn't think many of you would be pleased, but you all said otherwise. Let's talk reviews!

 **1.** Indeed, Tia has a thing for strangling people. With all the retorting and trouble Ben's going to make for her, you'll be sure to see here strangle him at least a few times per chapter. Now that might sound like something that'll get old...but I laugh every time I imagine it. Ha ha.

 **2.** Regarding Ben's Spell Book and his Spells in general... Yes, in order to eliminate him, you'd have to destroy the Omnitrix, since it's quite literally the Book itself. That pretty much also means that you'd have to kill Ben to make him go away. Future Spells would relate to unlocking more aliens, possibly fusing them together or gaining access to the Ultimates, but it would be fun to implement Anodite abilities later on as well.

 **3.** For the Zofis Arc, I wanted Ben to be the one to discover Laila's stone tablet form. Perhaps the two could develop a bond as a result, and perhaps he could convince her to stay in the Mamodo World. Ben could possibly develop some sort of technology to hide away the signal of a Spell Book. Perhaps some kind of storage system as well... Digging up some stuff from the junk he collected in the Null Void might come in handy.

And as always, I own nothing related to the subject of **Ben 10** or **Konjiki no Gash! / Zatch Bell**. Please support the official releases, and happy reading to you all! Thank you for over 40 Follows and Favorites, and over 2,000 views!

* * *

 **Chapter 3:** _Together, We Ride!_

 **…**

It was now 9:30 A.M as Ben and company approached Mochinoki-Morimachi. Now that Tia had calmed down once more and recovered from Ben's teasing once again, the three were now waiting at a nearby bench, wondering about what to do in the meantime while the time until 11:00 came into light. Since it was going to take a measly ten minutes to reach the park itself via another train, they wondered about what do to…

Not to say though, the girls immediately found something to do right away, and it wasn't something that Ben would enjoy of course, because it was none other than…

"Hmm, I should make a joke about them being fashion fanatics, but I'll probably get strangled…again." Ben thought out loud as he followed the duo into the stores near the station. He folded his arms in discomfort as he imagined said scenario happening to him.

…It made him shiver.

' _Yep… Not gonna tease Tia or Megumi.'_ He then nodded as he made his decision. _'Especially it's about shopping for clothes… Though it delights me to see their reactions.'_

Approaching the other side of the station, there were a bunch of stores lined up for business, with customers thriving around. Ben himself looked around, and while not really interested, he was curious to find any kind of differences between the cultures of different worlds. Perhaps something was slightly different from this world, even if it didn't seem to be obvious. The Mamodo Battles certainly made sure of that luckily.

Tia and Megumi eventually chose a store by the name of Boutique Seriole, which was a bit of a surprise to Ben, as it had an English name for the headline. Nevertheless though, Ben knew that this place was a clothing shop even before they went up the steps and arrived.

"Come on, let's check out all the clothes!" Tia insisted as she tugged on Megumi's skirt.

"I know, I know." Megumi smiled, before turning around and noticing Ben standing at the entrance away from them. "Ben, what're you doing?"

"Ah, you guys can go ahead. I'm not much of a fashion person, as you can clearly tell." He shrugged in response. "You can try to pick something out for me if you want though."

"Eh, suit yourself then." Tia sighed. "Come on Megumi."

"Well, we'll try not to be long." Megumi promised as they went in. Ben merely shrugged again as he waved them off.

"…Okay, what to do now?" He then asked himself.

Looking around, there really didn't seem to be anything to be done soon for the meantime until they arrived. To alleviate the situation, Ben then decided to take a look at the Spell Book function of the Omnitrix. Opening the book up, he took another look at the blue lettering that was still undecipherable to him.

"…Why can I only read certain parts?" He ruffled his hair as he sat down on the steps. "…Perhaps it's only available when the Mamodo learns something new or awakens something new?"

He sighed, but as he was contemplating about the Book and the idea of knowing…a certain thought came to mind as an idea of inspiration.

Smiling, as he turned to the first page of the book the olive-green text lit up. He looked around for any passerby before incanting it as the spell was started.

 _ **"** ** _P_ oaruku!"**_

In an instant, Ben began to shrink in size, and now his clothes changed to a white jumpsuit with a black belt. The suit collar was black, and he wore black, fingerless gloves with a green rectangle on the back. Wearing a black helmet and a light green visor as well as having padded boots and fingers, the Omnitrix appeared on his back as he landed on the ground.

"…Huh, it worked." Ben looked at himself. "I guess I turned small just like **Gray Matter** as well. Now how about that… Ah, my cerebral restrictions have been uplifted. Splendid results, Omnitrix. The Galvan mind is simply too powerful to be kept away by magic of all things, the blasphemy behind such a prepost… Okay, too much knowledge gain, as usual."

Grinning in delight, Ben then proceeded to take the Omnitrix off his back, as strange as it seemed to be. You'd think that if he took it off it would cancel the transformation or tear the Omnitrix off from him, but Ben still remained as he always was.

"Now let's see here…" Wiggling his fingers, he tapped certain parts of the Omnitrix dial, opening up its components. However, to his surprise, and too his annoyance…

"…There's nothing different? Grr… What's your recalibration?! Probably something deterring from the energy core complexing the originating replication process through the Spell Book's interfering confectionary responses and… Ugh. Even with all the times I've transformed into Gray Matter, I still sometimes can't understand what the heck I'm talking about…" Ben growled as he nearly slammed his temple into the ground.

"…Oh well, let me just tinker with this then!" He then did a 180 as his face brightened.

Shrugging mentally, Ben decided to randomly interact with the Omnitrix, reconfiguring with anything that might've been abnormal in his eyes.

While he was busy doing that however, a limousine came and parked across to the curb. As it stopped, the back doors opened to reveal a beautiful young lady as the driver came out and bowed in front of her. The driver seemed to be some sort of butler of some sort, wearing a maroon suit and looking English or some other foreigner in appearance, having blonde hair as a revealing trait.

The young lady seemed to have a fairer complexion. Having the hair color of a brunette, her normally squinted eyes opened slightly to reveal a calm sky-blue coloration. She wore an elegant beige dress as she came out of the limo. She looked quite similar to Megumi if you were caught off guard.

"Oren." She turned to her friend.

"Yes, _Marie-sama_?" He responded as he straightened up.

"I'll have to tell you not to follow me into this store, Oren." She ordered with a calm smile.

"As you wish. But please, don't proceed to run away." Oren responded with a carefree smile of his own as Marie began to go up the steps. Ben didn't seem to notice her as she came up, with him whacking the Omnitrix and all.

"Oh? And when have I run away from you?" She asked with an oblivious, yet lying face.

"You have deserted from me exactly **six hundred and ninety-nine** times, Marie-sama." He retorted. "If you are trying to complete a milestone, that won't be happening, as impressive as it might sound."

"Hmm… That is true." Marie shrugged.

"So as such, I shall be waiting outside the store, waiting to capture you the moment you are finished." Oren reassured with a pledged fist. "When you are so, please give me a shout out on something that you want."

"As you please." Marie simply replied as she entered the store. "But you know you can go around town or do other things that you'd like."

"Ah, don't think I'll be falling for that old trick in the book, young lady." Oren replied as he stepped up behind her. "Now, off you go."

"Eeeh… Party pooper." She pouted, before going in.

As Marie entered the store, Oren chuckled as he went back to stand near the limousine. As he was getting comfortable against leaning against the hood of the vehicle, from afar, a bright reflection was glaring from a nearby building for a second, until it was put down by someone else.

 **"Tch… Missed the opportunity."**

* * *

 **…**

 _'Wow… Japan sure does have a lot of stores with good merchandise. Especially these clothing stores!'_ Marie looked around with a bewildered face. She encountered a row of colorful dresses as the environment itself continued to excite her. _'Now that_ really _makes me want to shop with freedom!'_

 _'Hm… But how shall I get away from Oren this time? This'll have to be something special, something to commemorate this 700_ _th_ _attempt!'_ She looked around for possible escape routes, but to no avail, there was only one entrance/exit; the way she came in.

It wasn't until she walked around a little bit further that the loud voice of a certain Mamodo brought her attention. Turning to the store's section of elegant wear, Tia and Megumi were seen admiring a fine lavender colored dress.

"Look Megumi, look! Doesn't this dress look wonderful?" She called her over.

"Oh! Would you take a look at that?" Turning over, her eyes widened as she too was entranced by the sheer quality of the dress. "I wonder where this was made?"

"I'd think you would rock this outfit, Megumi." Tia suggested as she lifted parts of the dress to see its design.

Megumi actually contemplated this for a moment. _'I want to wear it, but if I wear something like that… Kiyomaro-kun will probably be shocked beyond…'_

 _ **'** ** _Me_ gumi… You have a thing for Kiyo, don't ya?'**_

Blushing madly, the thought of Ben's teasing clouded her thoughts. Smacking her cheeks, she breathed in and out as she got her otherwise…suggestive thoughts out of her head. She still took a good look at the dress, but as the two were busy doing so…

 _"Ah, do you like that dress?"_ Marie came from behind, asking them all of a sudden.

"Eh?" Megumi was taken out of her trance. Turning around, the first thing she saw was the elegant dress that Marie was wearing.

"What do you think of my dress? It isn't so bad, is it not?" Marie smiled as she lifted her dress in a polite matter.

"Ara… It's beautiful." Megumi was amazed as she took a closer look.

"Definitely!" Tia agreed.

"Well, if you'd like, how about we exchange clothes?" Marie suddenly suggested. "I'd like to try on your type of clothes as well."

"Oh what." As soon as she said that, Tia's smile turned into a frown.

"Well, our height and sizes seem to be quite similar if I do say so myself." Marie explained to Tia as she turned back to Megumi. "What do you say? How about we exchange styles for a little while?"

Tia gave Marie a untrusting look, but otherwise left it to Megumi. The teen idol was in a bit of a thought storm, but after a little bit, she responded with a nod and smile.

"Hm… All right, sure. Sounds like fun." She decided.

"Girl, please." Tia looked at Megumi.

"Oh, really? That helps me out a lot!" Marie smiled. "Don't worry little one, it'll only be for a little bit. Come now, let's change!"

 _'…Maybe I should've dragged Ben in after all…'_ Tia grumbled as the two young ladies began to change clothes.

* * *

 **…**

 **"That witch! She's gone!"**

"What?!" Megumi barged out from her changing closet. She was now wearing Marie's dress, but as soon as Tia roared out in anger, the two looked out and zoomed to the next one over, only to see no one inside.

"Where did she go?!" Tia growled as she looked in, only to gasp in horror. "OH GOD NO!"

"What Tia, what?!" Megumi turned to her.

"You're bag's missing as well!" Tia pointed out.

"WHAT?! I have my wallet and the Spell Book inside there!" The brunette cried out.

"Huh?! Then we have to find her, NOW!" The Mamodo ordered. "Wait, maybe Ben might've seen her!"

Rushing out from the store, the jingle of the bells were heard as Ben turned around, still transformed into his Gray Matter-esque form. Oren was right there as well when the two girls began to look for him, only for Tia to notice the tiny human-turned Mamodo, and Oren Megumi in Marie's dress.

"BEN! WHAT THE HELL ARE YOU DOING?!" Tia barked as she swapped him into her grasp.

"Marie-sama?! Oh no you don't!" The butler's eyes nearly opened as Megumi rushed down the steps.

"W-Wait, what? Tia? Wait, is that Megumi then?!" Ben looked back and forth as Oren lunged out to catch the brunette. "Then who was the one wearing Megumi's—"

"—Wait right there, young madam!" Oren growled as he caught her. Sliding on the ground for a little bit, Megumi attempted to struggle out of Oren's grasp as Tia released Ben, who shortly reverted back to normal.

"W-What are you doing?! Let go of me!" Megumi cried out in anger.

"I'm not letting you for the **700** **th** time, Marie-sama!" Oren retorted with great stubbornness. "This time it's really dangerous, I can't let you go this ti—OOOHGAAAWWHH!"

 **"LET HER GO YOU DAMN PERVERT! THE HELL ARE YOU RUBBING YOUR FACE IN HER REAR FOR?!"**

"Oh no…" Ben facepalmed as he caught up with the starting mayhem.

"Wa-wait a second…! That voice doesn't sound like—GAH!"

"Let go of her first, you damn perverted old man!" Tia continued to strangle him. Ben quickly intervened as he pulled her away, allowing Oren to let go.

"…O-Oh my lord… W-Wait, that hair?! That appearance?! You're not Marie-sama!" Oren immediately pointed at Megumi as she got up, recognizing the difference in appearance.

"Well no duh, she switched clothes with Marie!" Tia explained.

"What? Marie? Dress? I'm…confused here…" Ben rose an eyebrow as Oren gasped.

"Wh-what did you just say? You exchanged clothes with Marie-sama?! Then the person who came out of the store before you all was Marie-sama?!" Oren summarized the problem.

"That would seem to be the case I guess." Ben also was got up to speed.

"H-How can this be! This is bad, _really_ bad!" Oren said with a panicking tone.

"Bad?! It's bad for us, you old fart!" Tia growled.

"What do you mean?! Did you three know that Marie-sama is the princess of the Calnoa Kingdom?!" Oren cried out as he pointed at the trio with guilty intention in mind.

"Wait, she's a princess?" Megumi repeated.

"Well, I don't think normal people typically wear fancy dresses like that in public. Didn't you think about that when you first encountered her?" Ben suggested.

"Well why didn't you notice Marie coming out?!" Tia was about to strangle Ben, but the Omnitrix wielder kept her at arm's length as he grabbed her collar.

"W-Well I noticed her… But I didn't notice you. So I figured that Megumi was going to the bathroom or doing something else, so I wanted to wait for you to come out." Ben explained as he stuttered.

"Whatever. Anyways, what do I care if she's a princess?" Tia turned her attention back to Oren while Ben was still holding her up. "We're the ones that got robbed of our stuff!"

"Wait, your stuff as well? Meaning the…aw man." Ben sighed as he realized the depths of this problem.

Oren continued to cry out. He even started to sit in a seiza pose and bow down in desperation. "Please, find the princess! Find Marie-sama!"

"What?! How about you apologize to us first?!" Tia growled. She began to shake herself off from Ben's grasp as Oren wept.

"PLEASE! I'll even pay you three a hefty reward for the favor!" Oren was even going as far as to attempt the three with a buttload of cash, literally hard, cold cash.

"BEN! LET ME GO! HE AIN'T EVEN LISTENING TO US!" Tia demanded. Kicking Ben in the face, she latched off from him and proceeded to strangle the poor butler once more.

"T-Tia… I think there's a reason for his concern of the princess…" Ben rubbed his face as he got up.

"And what's that?!" Tia growled.

"T-THE PR-PRINCESS'S LIFE IS I-IN DANGER!" Oren answered as he attempted to talk out of his strangled esophagus.

"Huh?" Tia flinched as she let him go. "Her life? In danger?"

"What do you mean?" Megumi and Ben asked him, now having serious expressions as Ben proceeded to open his book.

"Agh… Well, just a little while ago, we got a message from our homeland. There are those who are after the Princess's life here in Japan. You could call them hitmen if you preferred." Oren explained as he got up, rubbing his throat in pain.

"Why's that?" Ben asked.

"It's because Marie-sama had recently taken over the throne, though there are those that were opposed to her taking such a position." The butler answered.

"So those who oppose have ordered others to target her…" Megumi's face darkened.

 _"…Bounty Hunters."_ Ben's face turned to an unpleasant expression, one that neither of the girls saw before. "We need to go. Now."

"Fine…" Tia sighed. "Let's go, Megumi!"

"Thank you! I shall drive around in an attempt to fine Marie-sama from the streets! Best of luck to you!" Oren bowed as he quickly ran into his limousine.

They watched as the butler hurriedly drove off into the streets. Looking at each other, they all nodded, though some reluctantly as they faired off to another end of the street. Time was of an essence for this scenario…

* * *

 **…**

"Ugh, why're we looking for this damn princess?! We're going to be late for our meet-up, Megumi!" Tia and company were currently looking all over for Marie and were taking a moment to look in a park.

"10:25. Huh, time flies when you're looking for something." Ben noticed as he looked up on the park's clock.

"Yeah, I know… But I don't why. I just can't seem to be upset with someone like her." Megumi cupped her chin as she admitted her thoughts. "Something was bothering me."

 _'I guess you mean the fact that she was pretty much locked in place by her occupation as the next ruler of her country? What did they call it; a bird in a cage?'_ Ben bemused.

"Wait… Speaking of bothering… Megumi, you realize how you look, right?" Tia pointed at her with a sudden sense of realization.

"What do you mean?" Megumi cocked her head.

"Well, the reason the princess chose to switch clothes with you is because you two look alike, isn't that the whole idea?" Ben answered.

…

…

" _AAAAAAHHH!_ Your're right!" Megumi screamed as the two realized even more problems catching onto their tails.

 _ **"** ** _Po_ aruku!" **_Ben suddenly heard coming from some nearby bushes. Dashing in front of Megumi and Tia, he casted the first spell and began to transform.

This time, Ben took on the form of a humanoid-canine. His body changed and grew in size so that he could run on all fours, yet it seemed that he could use his arms like a gorilla of sorts. Sporting a full-bodied jumpsuit that was orange and black and covered his _entire_ body, his forearms and legs were slightly turned bigger and were given a pair of razor-sharp claws. His helmet covered his face, yet was given a pair of fangs and gill like nostrils on his neck as his head turned more beast like. The Omnitrix morphed itself into a brace that conformed around his left shoulder.

 _"There you are Prin—WHAT THE HELL?!"_ A man with a scoped pistol suddenly appeared out from the bush, but he was stunned by the fact that Ben suddenly appeared in his transformed state.

"Dog?" Megumi wondered. "Woah!"

"He's got no eyes, ears, or nose, but… Woah!" Tia and Megumi yelped as Ben grabbed them with his enhanced jaws and placed them on his back.

Dashing out on all fours, everyone and everything that Ben encountered was scared to the point of almost fainting as he rushed and passed them. The hitman himself found it impossible to find them as Ben eventually escaped to an alleyway and released the girls back onto the ground.

"That was…thrilling." Megumi admitted as she breathed in.

"That was fun!" Tia gleamed as Ben pressed the Omnitrix dial and reverted back.

"That felt…different. Normally when I take on that form, I literally think like an animal, yet I still felt full sentient thoughts." Ben grasped his arms in curiosity.

"What was that form?! A dog? A mole?" Tia tugged on his sleeve with curiosity written all over her face.

"Heh. That was **Wildmutt** , a Vulpimancer from the planet Vulpin." Ben answered with a slightly boastful tone. "Let's just say this. They have the senses of a dog, the strength of gorillas, and have sensors instead of eyes."

"…I didn't get all of that, but that was still cool!" Tia nevertheless still was in awe.

"Alright you two. While Wildmutt was fun and all, I think it's better for you guys to go and look for the princess on your own without me." Megumi brought the two back to the topic at hand. "I'll be the bait."

"But, that's dangerous!" Tia argued.

"Yeah, that's why I'm counting on you two! Please!" Before Ben and Tia could respond, Megumi began to run off, leaving the two by themselves.

"W-Wait, Megumi!" Tia called out to her. Before she could run off, Ben placed a hand on her shoulder.

"Let's trust her and go our own way." He insisted. "And besides, that hitman seems a little…noobish, let's say that."

"Well, even though she said to look for her, it's not like we'll be able to find her easily…" Tia grumbled. "How are we supposed to find her in this giant town?"

"…Simple." Ben smiled. "I lead us straight to where she—Ah, there she is." Ben pointed to a nearby alley. Out came Marie, dressed in Megumi's clothes and carrying several bags of clothes and the like.

"Wha…?" Tia gazed at Ben. "How?"

"Remember?" Ben winked as he pointed to his nose. "Super smell."

 _"Ah… I'm so satisfied with my life right now…"_ Marie sighed in delight. "It's so wonderful to be able to shop freely… Hm? Oh…"

Sensing the instant maleficent aura radiating from Tia, Marie turned to flinch at the sight of the Mamodo's hair nearly crawling up to her as Ben slowly stepped back from strangle range.

"OI! There you are, you racoon!" Tia growled. "And you even spend Megumi's money on random junk?! I oughta strangle your piece of dead—Hey, let me go, Ben!"

"I'm sorry… Vulgar language is what she usually does when she's agitated. However, I'd appreciate it if you were to refund all of those bags of clothes you just bought, princess." Ben asked politely as he grabbed Tia up in a full nelson.

"Ah, relax little one." Marie giggled. "I'll be sure to make Oren pay you back all the money I spent. I'll also return the clothes as well, so let me just—"

 **"—Buuuuut… I can't you let do that any further, Princess Marie. After all, because of your inappropriate actions, Megumi's life is now in danger. A hitman is currently chasing her with a gun."** Ben then interrupted her with the coldest smile that anyone ever saw before. It even made Tia shut up and scared the wits out of her.

 **"…What did you say?"** Marie's expression also changed the moment he said that; not out of fear, but out of concern and sudden rage. "You're sure?"

"Positive." Ben answered as he placed Tia back down. "We must go. I have the scent of the hitman still on track."

Opening the Spell Book again, Ben dragged the two girls into the alleyway as he transformed into his Wildmutt form. As the two girls grabbed onto him, with Marie not even with a remote sense of hesitation surprisingly, Ben took off and quickly cut through the city.

Eventually, after a few minutes worth of running and galloping to a quiet neighborhood, right as they passed over an old looking apartment suite, Marie's eyes opened to reveal their sky-blue color of seriousness.

"Halt. The car is there." She ordered as she and Tia got off Ben. The transformed Mamodo-hybrid growled as he stood up, not even having to respond as he reverted back.

Approaching to the building's parking lot, they hid behind a row of rusty barrels. As Ben and Marie looked over, their eyes widened as the hitman was seen interrogating Megumi with a gun to the back of her head as he held her arm in a straining position. Oren was seen tied up in the corner of the lot as he growled.

"Now tell me… Where's the princess?!" He yelled. "Answer me!"

"I told you, I don't know!" Megumi cried out.

"…How can this be?" Marie looked over with a face of disbelief. Tia grunted as she went for the bag on the princess's shoulder, taking it off and beginning to search for her Spell Book.

"Now do you understand?" She reminded her. "…Alright, here it is."

"Should I intervene first?" Ben asked. "I don't know if I can make it in time before he shoots her, but I might have enough speed to—"

"No. Not yet." Tia quickly blocked him out. "I'll give my book to Megumi, and we'll take on that guy together. He's got a gun you know."

"…Alright then. Princess, please stay here while we—"

 _"—Move back, Ben, Tia. Do you want to put me, Marie Calnoa, to shame?"_ Marie suddenly walked in between them with her absolute expression on her face.

 _"Wait, what're you—Oh for Celestialsapien's sake…"_ Ben sighed as the princess stepped forward. Standing in front of the duo, she declared her appearance with a new, righteous tone of voice.

 **"You, who is after my life! Unhand that woman!"**

"What?!" The hitman growled as he turned away from Megumi, only for his eyes to widen.

 _"Marie Calnoa is here! Release that person, she has nothing to do with this, you filthy cow hog."_ She ordered.

 _"What the hell is she doing, Ben?!"_ Tia looked at her friend with a worried expression. _"She should be hiding! Let's go!"_

 _"Wait, Tia… Oh forget it."_ Ben let out a long sigh as the two came out from their hiding spot.

"What're doing?! Get out of here!" Tia called out to Marie as the two approached her.

"Tia, Ben. I told you two to step aside." She glared at them. "I didn't take over the throne of my country with mixed feelings for stupid reasons. If someone that has nothing to do with me is here and I use her as a shield, my family will become a laughing stock for generations to come!"

"Well if you're going to use a shield at least use—" Ben tried to suggest her an idea as he went for the Omnitrix, but…

 **"Now if you're going to shoot me, then do it already you pathetic swine."**

 _"Why you arrogant stuck up…!"_ The hitman popped a vein as he pushed Megumi aside and aimed the barrel of his pistol at Marie's face.

The pistol didn't even phase Marie though as she continued to trample on the hitman's sense of duty. "The blood of my pride won't be tarnished by the likes of your sorry hide. Come on, do it. That's what you're here for, aren't you?"

"Y…You…!" The hitman couldn't help but be consumed by the glaring that Marie was giving off. Everyone could see his arm shaking in fear in response to her continued taunts.

 **"Or are you too scared to try and take a Queen's life…?"**

 _"F-FINE THEN! GO TO HELL, YOU BLASTED BITCH!"_ That finally ticked the gunman off. As he finally prepped his pistol and began to aim, Ben and Tia dashed forward into action.

 _ **"** ** _Po_ aruku!" **_Casting the first spell, he zipped in front of Marie in an instant and began to glow as Tia tossed Megumi her Spell Book.

"Megumi!" The Mamodo called out.

"I got it!" Catching the book, Ben's transformation finished right as the hitman fired his gun. As three bullets flew through the sky, the light from Ben faded away as his Diamondhead form blocked all of the force generated by the projectiles.

"Oomph…" He growled. "That stung… Megumi, Tia!"

"Huh?" Marie's serious expression fell as she stared at the transformed Ben.

"Tia!" Megumi pointed at the hitman as Tia prepped her arms back. _**"Saisu!"**_

Before the gunman and Marie had time to react, Tia growled loudly as she launched Saisu at the assailant, blasting him back hard enough to smash into the limousine. Even as weak as the Spell appeared to be against Mamodos, Saisu was still able to at least injure humans to a good degree.

As Ben turned around, Tia fell to her knees as she let out a long sigh of relief. Marie and Oren were surprised to say the least as the Omnitrix wielder reverted back to normal, looking around like nothing even happened.

"You… What are you children?" Marie asked.

Ben and company glanced at each other, with the two girls sighing with smiles as Ben shrugged.

"You're probably better off not knowing. You wouldn't believe it anyways."

* * *

 **…**

"I'm so sorry for all the trouble…" Marie bowed in apology. "I never would've thought that something like this would actually happen."

After getting everyone back together, the situation finally came to a close. Megumi and Oren were safe, and Marie finally switched clothes with the teen idol once more. The gang was now outside of the limousine as Oren dropped them off nearby where they were at first, the park more or less.

"It's alright." Megumi waved it off. "At least no one else was hurt."

"Speak for yourself. You're not the one that blocked the bullets for her…" Ben grumbled.

"Speaking of blocking and fighting, why were you trying to fight that guy all on your own at first? That was reckless!" Tia scolded the elder princess as she folded her arms. "I can't just blow that off, it wasn't safe!"

"Hehe… And for that, I'm sorry Tia." Marie giggled.

"Well, I can explain the reasons for that, Tia-sama." Oren chuckled. "You see, Marie-sama has been fighting on her own for quite a while to protect the seat of throne. She hasn't taken the time to rely on people close to her due to her mother and father passing away from illness."

"But to think… That people from this little country would be on my side of all things." Marie gave Ben and Tia a warm smile as she patted their heads. "Thanks, you two."

"W-Well, as long as you're safe…" Tia turned away as her blushing face started to appear due to embarrassment. Ben simply chuckled as he shrugged.

"It's all that matters." He replied toward her comment.

Megumi observed Tia's behavior…and that's when it struck her. The feeling she was having in her during this shenanigan was the relation of Marie to Tia. Memories of how Tia used to be when she first met her; untrusting, stubborn, overly cautious, a tendency and wanting to fight alone…but concern for others.

 _'But now… She's the one lecturing over others.'_ She then smiled. _'Well, as long as she control herself when doing so, otherwise it's Ben's job to calm her.'_

As Marie stood up, Ben took a look at the park's clock. His eyes widened slightly as he poked the girls. "Guys, it's five pass 11. It's time to go."

"Oh no!" Tia squeaked as she began to pull Megumi and Ben with her towards the station, but not before turning back to Marie.

"Marie-san, I know something like this unfortunately happened, but are you going to be okay on your own from now on?" Still concerned for the princess, she wanted to get her final confirmations before moving on.

"Ah… Please relax little one." Marie smiled as she gestured towards the limo. Inside was the hitman, unconscious, beat up, and tied. "If the world learns of this, I'm pretty sure that there'll be people who will take my side of the argument. I won't be doing this all on my own anymore, as I've learned not to do so today."

"Good to hear!" Tia grinned as she gave her a wink. "See you then! Come on guys, it's time to hustle!"

Marie and Oren watched with smiles on their faces as the three waved them goodbye. As they began to run off, the princess looked at the backs of the two younger individuals, smirking a little. She seemed to be interested about the background of those two.

"She's a good girl, isn't she Oren?" She thought out loud.

"I would agree. She was just like how you were when you were younger, Marie-sama." Oren admitted. "And the boy seems to resemble your father during his earlier years even."

"Oh? Then those two might become rulers then." Marie then suggested.

"Very well indeed!" Oren responded with a heartful laugh. "But I do wonder what they actually are though… Especially that young man. He seemed…otherworldly.

* * *

 **...**

Tia was getting anxious. The first minute or so of the ride was mostly spent in silence with the Mamodo refusing to calm down until they were closer to their destination. The sun had had gotten even brighter as time went on, and the rays of light had begun to kick in. Ben was now back to his usual motion-sick state, which Megumi was less than pleased about when Tia wasn't the one constantly being the one to react over it. Ben was currently leaning over the side of his seat as he groaned. Tia seemed to be growing more and more nervous as the trip progressed, but at least they were only minutes away.

As the moments drifted by, Megumi was thinking to herself about one thing, Ben's placing in the Mamodo Battle. At this point, she was curious to know what the results were going to be like when another one was suddenly added. It kept her mind busy while the ride continued on. Well, that, and Tia's constant jittering.

"Come on Tia. Nothing's going to happen with you being all annoyed." She persisted in trying to convince Tia to calm down.

"But don't you understand?!" Tia barked, loud enough for everyone else on the train to cock their heads and look over.

"T-Tia, everyone's looking…" She whispered.

"We're twenty minutes late already!" Tia continued as Megumi placed a pair of sunglasses on to mask her face. "If Kiyomaro gets angry at us and doesn't ride the Jet Coaster with me, what'll I do!"

"But it's just a—"

"The Jet Coaster, Megumi! With Kiyomaro!" Tia whined as she slapped her palms against the train's windows. "Can't this thing go _any_ faster?!"

 _'You know, technically we cooould… But I'm too sick to try it out…'_ Ben thought as he placed a hand over his mouth to prevent himself from throwing up. "Oh God…"

It wasn't a little while later that the trio finally arrived in the amusement park. Ben quickly paid for their tickets while Megumi and Tia rushed in, but it wasn't long until he noticed that the girls stopped to look at something the moment they entered. Ben followed their gazes to a rising pile of smoke and noticed exactly what they were looking and hearing from. It appeared to had been coming from a fairly deeper part of the amusement park.

"What's that smoke? And that noise?" Megumi wondered.

"Fireworks maybe?" Tia guessed.

"Or maybe the attraction of some hero-like attraction perhaps." The teen idol said otherwise.

"A high-level stunt action performance maybe." Ben took his own guess.

"Well there's no time for that! As I thought, I can't find Kiyomaro anywhere…!" Tia said with a sad voice as she tried to look around for the teen.

"Late by thirty minutes, go figure." Ben said as he took out a map he got at the entrance. "They probably already went further into the place."

"What?! That's no good! I had plans to ride the Jet Coaster with Kiyomaro!"

"Well maybe we can—"

 _ ***SCREEEEEEEE!***_

 _ ***BOOOOOOOOM!***_

"Explosions?" Megumi suddenly looked back in the same direction that they were looking at before.

"And… Lightning?" Tia added. "Wait, up in the sky, that's…!"

 _"Zatch's Zakeru!"_ They both then said. Ben looked back on his map, determining the location of the Mamodo Pair.

"There's no way that's just a coincidence then." Ben stated plainly. "I bet they chose an isolated location to battle an opponent. In this park, the pool area is closed for this season, so it's completely empty.

The young Mamodo growled, but nonetheless decided to keep her calm for the time being. "Let's go then. I'm gonna strangle the ones responsible for keeping those two away from our date!"

"Well then…" Ben smirked. "What are we waiting for? Let's move!"

* * *

 **…**

At said location a few minutes ago, massively loud noises and sparks of electricity ran wild as Zatch and Kiyo scattered about. Once again, they were in a battle, but this time not with just one pair of a Mamodo and Human, but…

"For crying out loud… I didn't think two opponents at once would be this much more difficult…" Kiyo gasped for air as he sat on the ground. "Zatch, you all right?"

With Zatch next to him, the two were full of scratches, and Zatch seemed to had been sprayed with some sort of green solution. Around them was the decimated grounds that were the pools, crumbled and damaged due to the battle the two were currently a part of.

"Yeah… I seem to be fine at the moment." Zatch replied as he attempted to dry off the liquid with the bow of his cloak.

 _'Another solution… Will it show its effects later on, like last time?'_ Kiyo thought to himself as he looked down at Zatch's feet. He currently wasn't wearing his shoes, and there seemed to be some sort of purple-like substance around the part of his leg which should've been on of where his shoes were worn.

Cursing to himself, the duo looked forward as a recently made dust cloud faded away, revealing two pairs of humans and Mamodos. Of the Mamodo, one resembled a green lizard that was either bipedal or all-fours; this was Zoboron. The other one was humanoid and took on the appearance of a child prince with dark blond hair, that was Purio.

For the humans, one was a dark-skinned woman named Lupa, who was in a long black dress and had a notable large nose and large black afro. She held the humanoid child's dark-turquoise Spell Book. The other one, Hige, was a large man wearing clothing that took a resembling to a Greek or Roman robe. He held onto a rope in his right hand that tied around his lizard partner, with a brown-grey Spell Book in his other.

 _'I don't want to admit it, but these guys are strong when they pair up together.'_ Kiyo analyzed the situation. These two pairs were teaming up against other teams it seemed. _'The lizard's powerful but slow attacks are supported by the other one's inhibiting saliva Spells. Their teamwork is… Wait a minute…'_

Blinking, Kiyo suddenly got an idea as the enemy team took a moment to boast over their advantages. _'Team up? That's it!'_

Grinning in return, he then pointed his middle and index fingers into the air, the signature stance that Zatch and Kiyo developed for their strategies. "Zatch! Look above you! Towards the sky!"

"Right!" Complying without hesitation, Zatch looked upwards as Kiyo casted a Spell.

 _ **"** ** _Zak_ eru!" **_As the blond Mamodo blasted a lightning bolt into the sky, the other two pairs stopped their foolish gestures to look back.

"What? Towards the sky?" Purio questioned.

"What, did you lose your senses from all the pressure we're putting on you?" Hige boasted as Zakeru's effect faded. "In that case, I'll finish you off quickly!"

As Zoboron's Spell Book glowed, he opened his mouth as a magenta sphere began to form. _**"Oru Dogurakeru!"**_

As the sphere grew out from Zoboron's mouth, he then fired it at Kiyo and Zatch. It turned into a large, magenta colored sphere of energy with fin-like protrusions on four sides and a yellow gem in its center, which moved slowly towards the duo. However, despite the low amount of speed, Kiyo and Zatch still seemed to be wary of it.

"Kiyo?! It's faster than the last one!" Zatch noted as the two prepared to jump out of the way. Running off, before they looked back, the sphere began to move and turn in the direction they ran off. "Aw crap! It's chasing us!"

"What?!" Kiyo blurted. Hige and company laughed as hard as they could as they watched the lightning pair attempt to run off from Zoboron's Spell. "Fine then, how about this?!"

"Eh?" Hige blinked.

 _ **"** ** _Ra_ shirudo!" **_Casting a different Spell than Zakeru, right before the Oru Dogurakeru blasted them, a tall, wide electrical wall spawned out from the ground in an angle that began to shield the blow.

"W-What is that?" Lupa and the others flinched. "A shield?"

"Just be patient." Hige commanded. "Take a look."

"Alright, Rashirudo will end up deflecti—OH SHIT!" Kiyo appeared to smirk in retaliation of Rashirudo's supposed effects, but his expression immediately shattered as he and Zatch witnessed it starting to crack and break up.

"It's breaking apart!" Zatch cried out.

Unfortunately, Oru Dogurakeru was too powerful for the shield. Cracking through, even though the Spell took part of the power away from the sphere, the shockwaves from the explosion were enough to blast back the two as it exploded.

"See? What'd I tell ya?" Hige smirked.

"Oooh! We really _are_ an unstoppable team!" Lupa cheered.

As the remains of Rashirudo crumbled and vanished, Zatch and Kiyo struggled to get up as the latter looked over the resulting explosion in disbelief.

"Rashirudo was destroyed? That Spell was that much more powerful than the other one?" The teen barked.

"Ho ho ho! We have them on the ropes now!" Lupa boasted.

"Just a little bit more!" Purio grinned.

"I got ya! I'll put even more energy into this next one!" Hige promised. "Beyond anything that that shield can handle!

Glowing even brighter than before, Hige gripped the Book as Zoboron opened his mouth again. _**"Oru Dogurakeru!"**_

"Grr… Zatch, we're going to escape this time!" Kiyo growled as he got up. As he was about to run back though, Zatch began to whimper in pain.

"Kiyo…maro…" Zatch mumbled.

"Huh?" Turning around, Kiyo's eyes contracted upon seeing Zatch struggling to move. "What's wrong?!"

"I…can't move. My body is… _paralyzed_." He answered.

"What?" Leaning down, Kiyo took a sample of Purio's liquid that he sprayed on Zatch and quickly took note of it. "This solution… It hasn't solidified. Wait, it couldn't be!"

"W…What?" Zatch asked.

"The solution from that other Spell. It was different from the other one. Rather than acting as a sticky adhesive, this one is a poison to paralyze one's body!" Kiyo quickly explained as he tried to get him up. "But we're alright! We still have Rashirudo!"

"B-But…"

"We haven't been defeated yet Zatch! Come on!" Kiyo tried to encourage him.

"But… That other Spell was more powerful than the last one. It broke through the barrier." He argued as his book started to glow.

"Yeah… We may get blown away with Rashirudo, but this time I'll stop it! I'll put all of my energy into it!" Kiyo answered otherwise as the Oru Dogurakeru drew closer. "If I have to carry you off, so be it! We'll win this. We have to!"

"Haha! Continue even if he has to carry that wimp around? How lame!" Purio cackled.

"And they still want to fight! That's even funnier!" Hige added on.

"After you're wasted from this attack, there's now way that you'll be able to win against the four of us!" The small Mamado added onto the insults. "We'll be the victors over your sorry little bu—"

 **"IINNNNNCCOOOOOOMMIIIIINNNNGGGG!** "

"Huh?" Both Zatch and Kiyo's faces lifted up as a voice screamed from behind them. As their former paralyzed faces were about to look behind them, a large humanoid figure leaped in front of them and picked them up.

"Now, Megumi!" Tia called out to her partner as their Book glowed. The two stood right where Zatch and Kiyo were as they jumped into the decimated pool.

 _ **"** ** _M_ a Seshirudo!" **_Spawning their signature disk-shaped shield, the Oru Dogurakeru smashed into its face…only to be nullified completely and erased.

Both Purio and Lupa's eyes popped out in shock as Hige and Zoboron's jaws dropped. As the figure placed Kiyo and Zatch down, the duo turned to behind them, only…for Zatch and Kiyo to freak out a little actually.

"AAAAAAAAAAH! A MONSTER!" Zatch cried out.

"A-A Mamodo?" Kiyo blinked in confusion and fear.

The figure, now revealed to be a teen sized humanoid person sighed as his _four_ arms all shrugged. It was none other than Ben, who was now wearing a red and black jumpsuit. Each of his limbs were surrounded by a layer of thin armor, and a pair of additional arms were located underneath his usual ones. Wearing a helmet that left the bottom part of his face, four green eyes glowed from the display as Ben grinned.

"It's me, Ben!" He waved at them. "Check it!"

"B-Ben?" Kiyo was astounded. "Wait, where's your partner?"

"Never mind that for now." Megumi smiled as she and Tia extended their arms down for the duo to pick up. "We're here to help!"

"After we saw that lightning bolt and heard those explosions, we came as soon as we could. Good thing we had a good navigator." Tia explained as she grabbed Zatch up.

"Let's fight together!" Megumi proposed as she picked up Kiyo.

"And this time, it's going to be a fight that's in your advantage." Ben reassured.

"Advantage? Please, I'll beat these guys into a bloody pulp for making us miss out on this occasion!" Tia barked in response, earning the Omnitrix wielder a sarcastic laugh.

As the five got acquainted with one another, Purio and company were shocked beyond belief. Not only that they were teaming up, but he learned that despite this being a global scale free-for-all, the Mamodo were beginning to learn that teaming up with other pairs seemed to be the safest maneuver for the later stages.

 _"T-They teamed up as well? I didn't know the other Mamodo were starting to do that…!"_ He said with a squeak. _"Aw crapbaskets…"_

* * *

 **…**

The teams of Mamodo stood far from each other as they regrouped. The previous fields of dust and smoke from their earlier encounter finally began to fade away once the time settled into the situation. A few minutes later, and everyone who was getting back on track stared at their enemies as they prepared for the upcoming brawl. Nevertheless, they all stayed a fair distance away from the center, as per cautionary reasons.

"You ready for this, guys?" Ben asked as he reverted back to normal.

"Yeah…" Kiyo answered. "Sorry we had to get you guys involved. I was hoping that the two of us could've handled those four by ourselves, but that didn't seem to be the case as you saw earlier."

"Come on, don't say that. This is what we should be doing." Megumi replied. "You know I said that we would repay you guys the favor for last time, remember?"

"Oh… Right." Kiyo and Zatch's expressions lightened as they remembered from that one time. Ben glanced back, holding the urge to tease Megumi as she and Tia stepped forward.

"This time, we'll be the ones to save you." She promised.

"Hey… I'm still here too, ya know?" Ben chuckled weakly.

"You're the insurance. Reinforcements, the like." Tia shrugged…before stomping on the floor in rage. "AND YOU KNOW…"

"Oh no..." Ben stepped a few steps away from the Mamodo as she began to grit her teeth violently.

 _'I'm not letting this fly! They've gone and interrupted our date! I'M GONNA STRANGLE THEM UNTIL THEY_ _ **LIKE**_ _IT!'_ As veins popped on her forehead, she began to throw a tantrum that made Purio's group flinch.

 _'…Talk about bloodthirsty.'_ Ben joked.

"Uh… Tia… Why's she so mad for, Megumi-san?" Kiyo asked, afraid that he was going to say something to worsen her temper.

"I was gonna ask the same thing." Zatch nodded in fear.

"W-Well… I'm not really sure." Megumi answered, feigning ignorance as she looked away. "She seems even madder than usual…"

"Well, probably because these past few events have caused her to miss out on the date that she so wanted to… Never mind…" Ben was going to answer, but upon seeing Tia's glaring eyes, he glanced away and began to whistle.

"Well shoot, they've got allies of their own." Lupa noted.

"It doesn't matter!" Hige barked. "Don't think you can win just because you've got some comrades! You can't be our combinations!"

"Oh…?" Ben rose an eyebrow with an intrigued voice.

"Go, Lupa, Purio! Show them our might!" Hige commanded. In response to his call, the dark-turquoise Book duo began to dash off like madmen towards the five.

"Tsk… Zatch, can you move yet?" Kiyo turned down to his partner. The blond Mamodo tried to move his body as he grunted a few times, but he wasn't able to at the moment. "Zatch!"

"Leave it to us!" Megumi, Ben, and Tia stepped in front of the duo.

"We'll handle these doofuses." Ben licked his lips in excitement as he went for the Omnitrix. Tia growled though as Lupa and Purio came closer.

"Be careful though! Their speed is abnormal!" Kiyo warned them as the duo split off in different directions, Lupa towards Megumi, and Purio towards Tia and Ben.

"HOOO!" Lupa yelled as she appeared in front of Megumi.

 _'They're fast!'_ Tia noted as Purio leaped towards her and grabbed her shoulders. Ben turned to the prince-looking Mamodo in response as Lupa opened her book.

"Oh? You're quite cute. Don't know why you're hanging out with guys like these. How about it then? If you admit defeat, as it's going to be regardless, I'll make you my Queen!" Purio proposed with a devious look.

"What?!" Megumi couldn't help but glance to retort against his absurd comment.

 _'Oh! A Chance! While she's distracted, I'll slap her book aw—'_

 _"—Ten four, one two!"_ Ben grinned as he tackled Purio off of Tia. _"And he scores!"_

"Gaah!" The dirty blond haired Mamodo groaned as he landed on the floor. "What the?"

"You really don't have that much of an attention span, don't ya kid?" Ben looked down at him as he gave him and uppercut. "And lemme tell ya something…"

 _"Mess with Ben; you get the_ _ **Ten**_ _!"_ As he went up into the air, Ben then grabbed his collar, swung him overhead, and then slammed him onto the ground with a single arm. Holding him down on the floor, he strained one of his arms as the Mamodo twitched in pain.

"Hey! I was gonna strangle him for making those wry remarks!" Tia pouted. "Who does that guy think he's talking to?!"

"P-Purio!" Lupa turned and ran towards her partner.

"Oh no you don't!" Megumi said otherwise. "I would pay attention to the foe in front of you, like Ben said!"

Grabbing her wrist, the teen idol quickly placed her Book in her bag and proceeded to twist Lupa's arm back. Pushing against her elbow with a much effective strain, she flawlessly proceeded to slam Lupa down with an arm bar takedown, faceplanting the afro lady onto the pool flooring.

"O-Oh…" Kiyo looked at Megumi with surprise. "Wow… That was…"

"So cool!" Zatch said otherwise in response to Ben's performance.

"F-Fine then…!" Lupa growled, quickly breaking off from Megumi while the teen was distracted. Quickly back flipping several times towards Purio in a rapid fashion, she swept him into her legs and ran back to Hige's group in record time.

"Oh what." Ben frowned. "How did that happen?"

"I-I was careless." Lupa panted a little as she returned to the other side.

"T-That guy is such a bully!" Purio whined, mentioning Ben's ruthless assault as he rubbed his jaw.

"Well, at least that electric Mamodo hasn't recovered yet." Lupa then pointed at Zatch, noting his still inability to move.

"So it's technically still a four vs four." Hige agreed. "We can still win. Let's do this!"

"Round two!" Megumi and company got ready.

"Go, Lupa, Purio! Show them our—"

"Now wait just a second here pal!" Lupa and Purio suddenly appeared in front of the man's face, startling him.

"W-What?" He then asked.

"Whadya mean _"Go"_?! Why do you keep calling out all the orders for?! You think you can just order us around?" Purio growled.

"Right! Why don't you go this time? We're the ones constantly exerting all our stamina in these instant attacks!" Lupa went on.

"What? The younger people should go and initiate the attacks! That means you guys!" Hige argued back. "How's that for an answer, ya sniveling brat!"

"Haa?! You bearded old fart! I'm not gonna let that slide!"

"You wanna go then, snot-nose ingrate?!"

 _"WHAT'D YOU SAY, FATASS?!"_

"…They're certainly toxic." Ben admitted. "Reminds me of two kids fighting on a playground."

"Seems like they're quarreling with one another." Kiyo blinked.

"Yep." Zatch nodded. "Are they really a team?"

"Perhaps they don't really like each other despite partnering up with one another." Megumi assumed.

"WHO CARES!" Tia yelled, stomping her foot again as she barked at the enemy team. "IF YOU'RE GONNA FIGHT, THEN HURRY THE HELL UP! WHAT THE HECK ARE YOU FOOLS DOING OVER THERE?!"

"T-Tia, calm down…" Ben sighed as he lifted the girl up into a full nelson again. "Sheesh, you're really pissed off about missing this date."

"I'LL RIP THEIR HAIR OFF FROM THEIR DUMB SKULLS!" Tia continued her banter, which was more than loud enough for Lupa and Hige to stop arguing and sweat drop at her rage.

"…I suppose we shouldn't be fighting amongst ourselves." Lupa admitted to Hige.

"Right… Let's get back on track." Hige agreed.

"How about that other trick we planned? How about that?" Lupa then suggested. Purio and everyone else nodded in response.

"Ah, yeah… Let's go with that!" Zoboron's owner decided. "Alright people, _**Formation Two**_!"

Upon hearing that, Ben and company turned back to the group to see Hige and Lupa switching places with one another. Purio was now paired with Hige, and Zoboron with Lupa. As Purio's partner lifted Zoboron to her shoulder and dashed off, Hige and Purio did the same from the other end while Tia was still going on with her struggling in Ben's grasp.

"Well now, so much for calm and collectiveness…" Ben grumbled as he placed Tia down.

"They changed partners?" Megumi observed.

 _ **"** ** _D_ ogurakeru!" **_Hige casted.

With Tia and Megumi against Zoboron and Lupa, and Ben with Kiyo and Zatch against Purio and Hige, as the older man recited a Spell, the five were a bit distracted by this new strategy.

"Kiyomaro, what's that?" Tia quickly asked as Zoboron shot out a large, dark purple sphere similar to his previous Spell.

"Stay alert! It's slow, but it has incredible destructive force!" Kiyo warned.

"That's correct! However, how's this?!" Hige grinned as he began to spin Purio around. _"Giant's Swing!"_

" _Aaaaaaand…!"_ Purio added.

 _ **"** ** _D_ areido!" **_Now from Lupa's side, as everyone turned their heads back and forth between the pairs, Purio began to spit out a purple substance from his mouth like a machine gun!

"WHAT?!" Kiyo's eyes widened in confusion.

"How's that?! You may have blocked Ora Dogurakeru from before, but that shield of yours won't be able to block from two attacks from different directions!" Hige snickered as his team's attacks started to draw closer to home base.

"Oh?" Tia grinned. "But we have other shields as well!"

"Right!" Megumi yelled as her Spell Book began to glow.

…Something didn't seem right though. Before they could cast the Spell that Ben knew they were going to do, he quickly opened the Omnitrix as he began to yell at his female allies.

"Don't cast _Seushiru_!" He barked as his own Book glowed. "Cast _Ma Seshirudo!"_

"Eh? W-Why?" Tia and Megumi asked.

"Just do it!" Ben ordered as he began to recite his Spell.

 _'H-His book… It's…on that device on his wrist? And he's reciting it by himself?!'_ Kiyo's eyes wandered down to Ben as the olive-green text from his book began to glow brightly.

 _ **"** ** _Po_ aruku!" **_Casting his Spell, Ben immediately began to morph into his Diamondhead form and quickly constructed a wall of crystals to block Purio's attack.

 _ **"** ** _Ma_ Seshirudo!" **_And following in suit, instead of using their spherical barrier, Megumi and Tia casted their signature shield to block the Dogurakeru. It had just as much power as Ora Dogurakeru, making the duo realize that Seushiru would've broke as a result.

"What?! Crystals?" Hige's eyes popped out.

"And he read it by himself?! Impossible!" Purio added.

 _"…You pieces of crap!"_ Tia once again began to grit her teeth, this time even angrier than before. _"You know how many times I had my dreams and hopes shattered today?!"_

"H-Huh?" Hige and Purio glanced at each other in question.

 **"I WAS GONNA RIDE THE JET COASTER WITH KIYOMARO! I'm gonna smash you all to pulps!"** She pointed at Hige as the grown man retorted in question.

"Ha, told ya." Ben shrugged.

"…S-Scary." Zatch gulped.

"Yeah… But Ben, I didn't know that you read your Spells by yourself." Kiyo agreed, before turning to the shapeshifter next to him. "What's with that anyways?"

"Well, I told you before, right? I'm a sort of special case." Ben explained vaguely. "I'll explain after this is over."

"MEGUMI!" Tia ordered her partner as she swung her arms back.

"Y-YES!" Megumi and everyone flinched, turning around while reciting another Spell. _**"Saisu!"**_

As the orange crescent wave of energy soared at Purio and Hige, the older man shrieked in fear as he threw his book away and held Purio up like a shield. While the Mamodo was bickering all the while while Saisu came up close, Hige successfully protected himself as the Spell blasted into Purio's face.

"…It hit the Mamodo." Megumi noted.

"Tsk… I was going for the fatso. Saisu would've knocked him out cold." Tia grunted.

"Ah geez, that was close…" Hige coughed as he stood up.

"Close?! That attack got me! I'm all charred up, you ass!" Purio yelled in return. "What the hell were you thinking!"

"S-Sorry, it couldn't be helped! Mamodo are more durable than Humans, right?" Hige attempted to apologize.

"Hey! What was that!?" Lupa ran back to Hige, throwing Zoboron onto the ground like a chewtoy.

"Don't do that again!" Purio ordered.

"Alright, alright!" Hige sighed.

"…You all right, Purio?" Lupa asked her partner.

"Yeah, it wasn't that bad. I just wanted to give him a hard time." Purio admitted.

…

…

 _"Wait, not that bad?"_ Hige and Lupa both said in realization. _"The girls have defense, but no offense! That's it!"_

"But what about that other guy?" Purio pointed at Ben. "That guy can transform into scary monsters!"

 _'…Technically, they're Mamodo-ized aliens.'_ Ben corrected them.

"As long as we have the speed to avoid him, we should be fine." Hige proposed as he replied.

"…Looks like we're going to need Zatch's firepower to win this." Kiyo said otherwise as he glanced back at the blond. _'But he can't exactly move yet still…'_

While the teen was contemplating for some ideas, as Ben's crystal wall began to surge back into the ground, it was then that he noticed a familiar substance sticking onto the wall as it pattered down onto the floor, peeling off from the wall. It was none other than Purio's Dareido that lingered.

 _'…I see, that can work!'_ Getting a plan into his mind, he then turned to the others. "Everyone, I have a plan that'll work!"

"What's going on in that head of yours, Kiyo?" Ben asked as he kept an eye on Hige's group.

"We'll use a combination of our own." He revealed as he got everyone together. Beginning to whisper his thoughts to everyone else, Hige began to notice the five moving about.

"What're you guys whispering about?!" He demanded. "Even if you have a plan of your own, it's pointless! You won't beat us!"

"We'll finish you off, if you don't mind." Purio taunted.

"…Alright, done!" Kiyo grinned as he finished whatever he was going to do. "Zatch!"

"Unu!" The blond answered as he aimed himself at the group.

 _ **"** ** _Zak_ eru!" **_Blasting his signature lightning bolt, it narrowly zapped the four, causing an explosion that blew them aside. The four quickly got back up and shuddered back as a dust cloud formed up.

"Shit! Is the electric one able to move now?" Hige guessed.

"No way! **Poreido** hasn't worn off yet!" Lupa made sure. "And besides, take a look at that angle. The attack missed us!"

 _ **"** ** _Th_ en how about this!"**_ Ben suddenly yelled out as he jumped out into their faces. He seemed to had covered a majority of his body in crystal armor as he began to rush them.

"AAAAAAH! THE MONSTER'S HERE!" Purio cried out while Zoboron hissed.

"He's close! He won't be able to dodge this then!" Hige barked as he began to cast a Spell. _**"Dogurakeru!"**_

Panicking, Zoboron quickly shot out another sphere at Ben. Even as slow as it was, he was practically point blank as he fired it off. However, it seemed as though he was prepared for that as his frontal armor opened up like a door, revealing Tia inside.

"Megumi!" Tia yelled for her partner.

 _ **"** ** _M_ a Seshirudo!"**_ Blocking the otherwise lethal attack, Hige and Lupa merely grinned in response.

"So what?! Even if that girl blocks the attacks we throw, you won't be able to hit us with your heavy lub going forward like—

"W-W-WHAT?! The girl's inside him!" Purio pointed out as Ben rushed forward, revealing Tia to them all. "She was sitting in him like a kangaroo!"

"That's not it though!" The transformed Ben grinned as he quickly twirled to his back, opening another slot to reveal Zatch. "Here's another!"

"The other one as well! Oh shit…!" Hige yelped.

 _ **"** ** _Za_ keru!" **_Blasting the enemy humans at point blank, Hige and Lupa quickly threw away their books to prevent their Mamodos from fading away from Zatch's Spell.

Skidding back due to the launching force of Zakeru, Zoboron and Purio desperately reached out for their books and rejoined their injured partners.

"Lupa! You alright?!" Purio tugged at his partner. "Damn those three…!"

"O-Ow…!" Lupa groaned in pain.

"N-No, Lupa! Let's keep going! I don't want to lose! Not after we trained so hard and came such a long way!" Purio began to cry out, tears flowing down his cheeks.

 _'…C-Come on… Lupa.'_ Lupa tried to encourage herself. _'After all we've been through… We can't let it end HERE!'_

With Purio's concern for his partner and Lupa's own will to keep going…it was then that everyone else began to notice something that didn't occur every day. Purio's Spell Book began to glow brightly, meaning that…

"Huh…?" Purio turned back, only for his eyes to widen in awe. "Lupa, wake up! The Book… It's shining!"

 _"O-Ooooh…!"_ Getting up, the two opened the Spell Book to have it reveal a newly translated page in its archives. "I can read it! It's a new Spell!"

"Then we still have a chance!" Purio smiled as Lupa went to Hige.

"Hige! Come on, we still have a chance to try out a new combination! We can do it!" Lupa pushed and pulled on Hige to wake him. However, all it managed to do was…annoy him to the point of fury.

 _ **"** ** _HAA_ AA?! WHAT COMBINATION?!" **_He roared out.

"H-Hige?!" Purio and Zoboron flinched.

"I can't take this anymore!" Hige growled at Lupa. "I'm done!"

"D-Don't get angry! We won't be able to win without us cooperating with one another!" Lupa tried to calm the giant.

"Oh shut it, you old mannequin-faced granny!" Zoboron's partner snarled.

"WHAT'D YOU SAY?!" Now it was Lupa's turn to be insulted.

 _"What do you mean_ "cooperation" _?! Your powers are useless!"_

 _"You dare say that after using_ my _Purio as a shield?!"_

 _"Hey, as useless as he is, it's_ BEST _to use him as a shield!"_

 _"HOW DARE YOU?!"_

 _"I'M NOT GONNA WORK WITH YOU ANYMORE, AFRO! LET'S GO, ZOBORON!"_

"Sheesh, it's worse than the bickering between Gwen and I…" Ben chuckled lowly to himself.

"Watch out, Ben! It's that attack again!" Zatch warned as Hige and Zoboron stepped forwards by themselves.

"Then leave it to me, guys! Megumi!" Tia smiled as Ben turned around to have Tia positioned.

 _ **"** ** _Oru_ Dogurakeru!" **_Launching out their magenta colored attack once more, Megumi's own Book glowed as Tia extended her arms out.

 _ **"** ** _Ma_ Seshirudo!" **_Blocking out the attack as expected, as the two Spells canceled each other out from the resulting explosion, it was then that Hige sprinted into the trio with a fist dedicated to punching either one of them.

"Take this, you damn brats!" The man growled in rage as he was about to land his attack on Tia. "DAMN YOU ALL—"

 _ **" _Nu_ h-uhh beardy… I wouldn't do that if I were you…"**_

As Tia closed her eyes to prepare for the slamming, as she opened her eyes, she nearly fell over from what everyone else saw.

"Holy cow…" Megumi blinked.

 _'Huh, to think I'd get inspiration from_ him _of all people.'_ Ben looked at his creation, reminiscing about a certain alien warlord.

Constructing a sphere of crystal around himself, it was littered around and jiggering with spikes from all degrees like a spiked ball you saw in cartoons. Right as Hige was going to land his punch, several spikes nearly skewered him, pointing centimeters away from his body.

"JESUS CHRIST!" Hige backed off. "Lupa! Why didn't you tell me that he could do that?!"

"HOW WOULD I KNOW?!" The afro woman shrugged.

"Ha, you got fooled!" Purio chuckled. "And look at that tummy!"

"Hey, draw a face on it!" Lupa snickered as Purio took out a marker and drew a funny face on Hige's exposed stomach… It made everyone laugh actually, calming Hige and company a little as Ben retracted his crystals.

"Alright…" Ben smiled as he let the two off. "I think you can move a little, Zatch?"

"U-Unu…" Zatch twitched as he wobbled upon landing.

"Lean on me, Zatch." Tia came up behind him, allowing him to sit down slowly. "There, is that better?"

"Y-Yes. Thanks, and sorry for that." Zatch nodded.

"ALRIGHT, ONE MORE SHOT!" Tia then grinned. "Aim at their books, Zatch!"

"I got ya!" Ben replied. "Kiyo, Megumi!"

"A-Alright! We can't see through the smoke, but we'll trust your word anyways!" Kiyo and Megumi opened their books. The smoke from the previous Zakeru still lingered, but they decided to trust their partners regardless.

"I'll add in into it as well!" Ben grinned as he slapped the Omnitrix dial.

"HAHAHAHA… Wait, a minute." Hige stopped his laughter to turn to Lupa. "Didn't you say you had a new Spell? Use it then!"

"Ohohoho… I won't use it for a klutz like yourself!" Lupa giggled in ignorance. "You fat pi—"

 _ **"Saisu!"**_

 _ **"Zakeru!"**_

 _ **"Poaruku! Poakeru!"**_

Interrupting their conversation, Ben quickly transformed into his Heatblast form and launched out a large fireball, joining in with Tia and Zatch's attacks. While Hige was too busy to grab his Book, Lupa made sure to hug it tightly as to prevent Purio's Book from burning.

As the large explosion blew them to the end of the pool, they all landed with loud thuds as Zoboron's Spell Book caught on fire. As the smoke quickly blew off as a result of the combination attack, Kiyo and Megumi rushed to their partner's sides, with Kiyo being partially interested in Ben's fire form nonetheless.

"Zatch, Tia, Ben! You okay?!" Kiyo asked in concern.

"Yeah, we're fine!" Tia smiled.

"Fit as a fiddle." Ben folded his arms while giving them a thumbs up.

 _"N-Noooo! Zoboron! ZOBORON!"_ Hige cried out to his crying partner as the lizard Mamodo quickly vanished as his Book burnt down to ashes.

"Aw shit." Purio gasped at his friend's disappearance. "L-Lu—"

"—NOT YET!" Lupa startled everyone as she jumped onto her feet. "We still have a new Spell!"

"What?!" Kiyo retorted.

"Megumi!" Tia quickly called out to Megumi as the two women opened their Books.

"Purio!" Lupa called out to her partner as he jumped in front of her.

"Yeah!" Purio returned the calling.

 _ **"** ** _Th_ e Third Spell: Mokerudo!"**_

 _ **"** ** _S_ eushiru!" **_As both Spells were casted, Purio's new Spell allowed him to spew a dense smokescreen from his mouth.

As the bubble-like shield surrounded the five, it unfortunately didn't allow them to see through the blinding Spell. In truth, Purio's new Spell almost resembled smog to a point as it lingered around the area.

"Smog?" Kiyo took note of the new substance.

"AND NOW TO ESCAPE!" Purio and Lupa dashed out immediately while Seushiru was still in effect. Hige cried out as well as he desperately ran away to join them as well.

"WHAT?! Get back here!" Tia growled as she released her barrier and tried to run after them. However, it was to her avail that the three were already out of sight.

"…Huh." Ben blinked as he reverted back.

"They ran away." Kiyo blinked in awe.

"…A new Spell to be used like that." Zatch cocked his head in interest, but also confusion.

The four were certainly baffled to be sure. Their first tag-team battle, learning that one of them was a shapeshifter… And that their enemy used their new Spell without any knowledge and successfully ran away from them in return.

"So… That was interesting." Ben ruffled his head. "Talk about a hot start and a blinding ending."

* * *

 **…**

"…URRAAAAAAAAAAAAAAAAAAAAGGGH!"

"Aw hell…" Ben facepalmed.

A couple of minutes later, the five returned back to the main area of the amusement park after patching up Kiyo and Zatch's injuries. Immediately as they entered, Tia dragged the teen with her to ride the esteemed Jet Coaster…only to discover that…

"You've gotta be at least 120 centimeters tall to ride that, Tia." Ben smirked upon seeing the safety sign as Tia's face began to stream out tears. _'…That's around 4 foot, 0 inches almost if I convert that correctly.'_

"T-Tia…" Megumi chuckled nervously as her partner began to thrash about.

 _"THAT'S NOT FAIR! WHAT DO THEY HAVE AGAINST PEOPLE BEING SMALL?!"_ Tia cried out as she turned to Ben. "BEN!"

"W-What?" The Omnitrix wielder tried to keep a snicker in.

"A lump! Whack me on the head to make me grow a lump big enough to make me taller!" She ordered.

"S-Stop it Tia, there's other rides you know…" Megumi sweat dropped in response to Tia's desperation. "B-Ben…"

"Fine…" Ben sighed as he picked up Tia and swung her over his shoulder. "Come on, Tia."

 _"No! I wanna get on with Kiyomaro! I wanna! I wanna be get on! I wanna!"_ Squirming around, she began to pound Ben's back in a spoiled matter. _"I wanna! I wanna! I wanna! I wanna! I wanna…!"_

Walking away from the Jet Coaster, Tia's tantrum gathered quite the attention from the other visitors to the park, but eventually Ben managed to calm her down by the time they approached a "similar" ride a little bit later.

And by that, we meant a kiddy Jet Coaster! Which Tia was afraid of regardless.

"N-NO! TOO FAST! WE'RE FLYING TOO FAST!" Tia looked down towards the floor like a wet cat. "We're gonna fall!"

"Hehe… Come on Tia, it'll be fine!" Kiyo chuckled as he turned the controls on their ride, causing it to swivel around. "Woah…"

 **"AAAAH!"** Grabbing onto him like a cat ready to run away from predators, Tia shrieked loudly. "KIYOMARO, LEMME DOWN! I'M SCARED!"

Megumi looked behind her from where she and Zatch were riding, smiling in amusement to Tia's overreactions. She took much pleasure in seeing her having fun despite being scared so. All the while, Zatch seemed to be enthralled with the new heights he was soaring off from as he looked afar.

"Oh? You don't seem scared, Zatch-kun. You seem okay." The brunette noticed.

"Unu! This is great! We're flying so high up!" Zatch replied with an overjoyed voice. This sudden sense of happiness caused Megumi to conjure up a mischievous plan as her expression turned to such.

 _"Ah… Then let's sway it up a little."_ She grinned deviously, causing Zatch to panic in a fashion similar to Tia.

 _"AAAAH~~~! THAT'S DANGEROUS, MEGUMI-DONO! STOP THAT!"_ The Mamodo struggled to stay on as Megumi giggled in amusement.

 _'Ah… This is so relaxing!'_ She sighed in joy, but not before remembering something as she looked in front of her and Zatch. "Wait, what happened to… Aw, crapbaskets."

Looking in front of her as she stopped swaying the ride, after Zatch calmed down, they both looked to the coaster in front of them to see a stream of…contents pouring out from the edge of a seat. Zatch's jaw dropped as Megumi sighed.

"I forgot about Ben…" She cursed herself as Ben continued to vomit out. Too bad for the people on the ground though.

 _"Uuuuuuuuuuuuugargh…"_

* * *

 **…**

"Eh? You made lunch for us, you two?" Kiyo said in a surprised matter.

After a good round of fun ride riding, the time for lunch came about. The five took some time to look for a good spot to lay out their space for their picnic, and it didn't take long to find a suitable location in a patch of shade underneath a tree. To Kiyo's surprise, Megumi and Tia made lunches for him and Zatch and Ben, the last one being obvious of course.

"Of course." Megumi smiled as she took out a few bento boxes from her bag.

"Vulcan! You're in one piece!" Zatch cried out in joy as he took something out from his cloak. Ben blinked as he began to play with a small, cardboard box that had a face drawn onto it and sticks glued on to act like limbs.

 _'…Vulcan? Like the Roman God?'_ Ben questioned as Megumi gave Kiyo a suggestive look.

"Oh? From your tone, you probably thought that idols couldn't cook, am I right?" She responded in a haughty fashion as she poked Kiyo's nose.

"Wha—No! No, of course not!" Kiyo blushed a little as he flailed his arms in embarrassment. _'I-I just didn't think I would be able to eat food prepared by a famous idol, and a girl near my age to exact…'_

As Megumi continued to prepare the food, Kiyo then looked around towards the Mamodos. Zatch was seen still playing around with Vulcan, while Ben was lazing around on the floor and about to fall asleep. Tia was strangely quiet as she had the biggest blush on her face as she took out her own bento box.

 _'Oh, speaking of which…'_ Kiyo reminded himself as he gazed at Ben and Tia. "Hey Tia, Ben. I wanted to ask you two a few questions."

"Hmm…?" Ben wiped his eyes awake as he sat up. "What is it, Kiyo?"

"Well, first of all… Tia, I wanted to ask you about Zatch." The teen turned to the pink haired girl first.

"Zatch?" Tia's blushing face disappeared as she turned to him. "What about him?"

"Well, as you already know, Zatch has no memory of his time in the Mamodo World. You know, whether he had family, what kind of person he was, the such." Kiyo then explained for his questioning.

"Er… Well, if I had to dwell back on it…" Tia started to think as she glanced at Zatch. "I actually don't know much about his family. I think he was an only child though. As for the type of guy he was… Well."

The three turned to Zatch, who was busy filling Vulcan with a bunch of pebbles and pretending that it was some kind of mecha. _"Recharge… Energy, energy, energy… Fire fire!"_

"He… Well he was always like that. Just take my word for it." Tia pointed at him while making a serious expression, though she didn't seem proud to explain it to Kiyo.

"O-Oh… Really." Kiyo chuckled. "Er… Alright then. _*Cough*_ Ben, your turn now."

"Ah… What're you three talking about? Sounds quite suspicious…!" Megumi whispered to Kiyo, startling him as he leaned away on reflex.

"Ah, i-it was nothing bad. We were just talking about Zatch and his past." Kiyo answered.

"Zatch-kun? Oh…" Megumi blinked. Ben glanced a little off to see Tia joining up with Zatch as the two teens began to talk to one another. "You know at first, Tia was a little reluctant to tell me about her past…"

"Really…" Kiyo was surprised that the tomboy Tia was actually like that. It went to show how her past connections affected her present outlook on life.

"It's good to see that she's changed though." Ben said otherwise. "Losing contact of her fellow people for a while, only to discover that your friends were turning against you because of a Battle."

* * *

 **…**

"Ah, Ben. I forgot to ask you earlier… But…you mind explaining to me your well…circumstances?" Kiyo then turned to Ben as he was reminded of what he was going to ask him before getting interrupted. Megumi decided to listen in on this as well as she finished prepping the lunches.

"Oh, gladly… I'm just hoping you can believe what I'm going to tell you." Ben joked. "It's certainly…eye-opening to say the least."

"Hey, I have an IQ of over 180; Mamodo children coming to world was already otherworldly enough for me. I don't think you'll be any less convincing." Kiyo reassured him. "So go on."

"Well, alright then. I explained to Megumi a little already, but I guess I'll give you the full story then." Ben decided as he got into a comfortable position. "Let's start off…from _my_ Earth."

"Your Earth? You mean you're not actually a Mamodo?" Kiyo first asked, already intrigued by his first sentence. "I mean…that actually would make a bit of sense to be honest."

"Well, I'll explain in full detail, like I said." Ben promised. "Now then…"

…

…

 _"The Earth that I descend from is much like this one, at least in terms of current technology and culture. If I had a quick glance, I wouldn't be able to tell that there were any differences. However… Therein lies the according factors."_

 _"…Extraterrestrials. We've all heard about them. U. , aliens, the Roosevelt Incident, everything that seemed to be out of the ordinary or otherwise unexplainable by others. There is evidence; but where do they originate from? Were they already here? Did they affect humanity in any way? So many questions…"_

 _"In the case of myself, I had the encounter of a_ _ **lifetime**_ _. A single event changed how my life would go. Instead of being an ordinary kid living an ordinary life on Earth, I gained the opportunity to live the life of a unique individual due to a certain device. That one thing… It allowed me to encounter what many would say would be unbelievable to others, impossible to achieve in a life cycle. But it happened to me…and I have no regrets of the events that unfolded upon that day."_

 _"…That is, until recently. The day that I would become separated from my plane of reality would become my undoing… And thus, another tale begins in another reality."_

* * *

And thus, the third chapter is complete.

To be honest, with the writing I'm doing for the other stories I'm doing, putting my attention to another topic sometimes ends up being a good thing. When I struggle to come up with ideas for a certain crossover because it wouldn't match with that universe, sometimes it works in lines with others.

In the case of this story, these past chapters allowed me to gain an understanding in how I can create my own scenes of combat without just lynching off from the original source material. Not to say that it isn't enjoyable to watch the original canon work, but the whole point in making these stories is to put my own play on them. So far I've been able to do so for this story, since the context for the characters I'm pairing don't exactly due in relation to the true protagonist's views. It's like a side-story that correlates to the events of canon.

… _Anyways._ That's enough of me rambling. What did you guys think of this chapter? I'd love to hear your thoughts and/or ideas as usual, so please, rate and review this story if you'd like!

So, with that said, I'll be going! Keep up with your day, folks!


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